Doctor Whooves Episode 21: The Cybermen Invasion of Equestria
by The 1597 Faceless Writer
Summary: Discord Whooves and his Cybermen armies have passed through the rift vortex and now nothing in Equestria or beyond is safe. As the battle begins and armies clash, several individuals set out to survive the invasion. And as the Doctor begins to develop a plan to defeat his darker self, he is unaware that Discord Whooves has sinister plans in mind for those close to him.
1. Prologue: The Hole in the Sky

Doctor Whooves: Episode 21

The Cybermen Invasion of Equestria

Prologue: The Hole in the Sky

_**Performance Square, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

The crowd of ponies gave sounds of wonder and amazement as multicolored fireworks illuminated the white, winter sky above them. A chilly wind blew through the plaza and the ponies hastily tightened up their winter attire in vain attempts to warm up. All eyes were on the unicorn magician performing on the stage in front of them.

"And now, the Great and Powerful _Trixie_ will perform one more dazzling feast for you all before the time for actual feasting begins!" announced Trixie the Magician as her horn illuminated with a bright, blue light. The crowd gasped and stood in awe as a large, magical eagle appeared above Trixie and flew over the crowd. It proceeded to fly up into the sky and explode in a fiery array of rainbow colors. The crowd erupted into a shower of applause and thumping hooves. Trixie removed her hat and took a bow. "Thank you, thank you! Have a merry Hearth's Warming Eve, everypony!"

The crowd began to disperse as ponies headed off to continue their celebration of the holiday. Trixie, meanwhile, stayed behind the clean up the tools and props used during her act. _Things are going so well recently. I don't think I've ever been happier_, Trixie thought as she loaded everything into the wagon she had recently purchased. Snow continued to gradually fall down from the sky above and coat the city around Trixie in a calming, white blanket. _Heh. And it's all thanks to Twilight Sparkle turning my life on its head...again. Should probably thank the Doctor too._ Trixie looked at the sky and smiled. _Maybe I should make Ponyville my next stop. It could probably do me some good to clear up all the bad blood I made with that town when I last visited._

"That was a great show," said a voice from behind. Trixie turned around to see an earth pony stallion with a white coat, red mane, and smiley face cutie mark approaching her. He was joined by three other ponies: an earth pony mare with a yellow coat, red-yellow mane, and a cutie mark showing a smiley face with a hammer; an earth pony colt with a yellow coat, red mane, and a cutie mark showing a blue quill with a vial of black ink; and an earth pony filly with an orange coat, white mane, and a cutie mark showing two white pieces of paper covered in musical notes. Trixie didn't recognize the mare, the colt, or the filly but she _did_ recognize the stallion.

"Clown pony!" Trixie instinctively blurted out.

The stallion smirked while the mare and two young ponies laughed. "I prefer to go by Monty but _clown pony_ works too, I suppose."

Trixie couldn't help but blush a bit. "Sorry. It took me a second to recognize you without all your clown clothes."

"Yeah...I get that a lot." Monty cleared his throat as he placed a foreleg around the giggling mare next to him. "Anyway, this is my _charming_ wife Opal and our children: Francis Capulet and Julianna Capulet."

"Nice to finally meet you," said Opal as she shook Trixie's hoof. "Monty's told me plenty about what happened when you first met."

"Considering all that happened, I'm surprised he even went the extra mile to remember me," Trixie said with a chuckle.

"Come on," said Monty as he stretched a foreleg forward and moved it up and down in front of Trixie. "I would need to _try_ in order to forget a mare who goes around in an outfit like that...no offense!"

Trixie chuckled and replied, "None taken." She turned her attention to the colt and filly standing in front of her. "Francis Capulet and Julianna Capulet, huh?"

"That's right!" said the brother and sister simultaneously.

"It still freaks me out when they do that," Monty whispered to Opal teasingly.

"After all we've seen, our childrens' twin moments freak you out?" Opal whispered back with a raised eyebrow.

"Hey! Daleks ain't got _nothing_ on these two when they put a plan in motion!"

Opal looked down at her children and cocked her head. "Fair enough."

"Francis Capulet and Julianna Capulet," Trixie continued. "I have to admit, those are some pretty strange names."

"Strange names for strange ponies!" said Francis with a smile.

"That's what Mom and Dad always say," Julianna added. "They also say that names like ours will become more common in the next few centuries."

"Ah," said Trixie with a nod before looking back up at Opal and Monty. "Told them about the Doctor, have we?"

"A bit," Monty replied.

"But they won't tell us _everything_ yet!" groaned Francis.

"Yeah! They always say that we have to _wait until we're older_ to hear about _all_ of their adventures with the Doctor!" Julianna complained with an eye roll.

"Well I had a few adventures with the Doctor myself, and they can get pretty...scary," Trixie responded.

"So?! We _like_ scary stuff!" the twins said simultaneously.

Trixie smiled. "_Anyway_, I'm glad you all came to see my show."

The siblings' smiles returned. "It was _awesome_!"

"Yeah, it looks like you've got things made," said Monty.

"If you saw me a couple months ago, you wouldn't be saying that," Trixie commented with a chuckle. "I used to be a pretty different mare than the one I am now. Very angry. Very boastful. Very spiteful. Those few adventures I had with the Doctor changed me. For the better, I believe." Trixie patted her wagon. "I've been traveling around Equestria since I came back. Been practicing better feats of magic and performing higher quality shows. I'm planning on visiting Ponyville next."

"Looking to see the Doctor again?" Opal asked.

Trixie cocked her head a bit. "Sorta. I'm mostly returning because that's the town that first broke me and I'd like to clear up the bad blood I created with it."

"If you have the Doctor on your side, anything's possible."

"Probably. We'll have to meet up again so you can tell me all about _your_ adventures."

"That sounds nice but we won't be able to tell you _everything_, I'm afraid."

"Why not? I think I'm old enough to handle your stories."

"_Sure_!" snapped Francis.

"Rub it in, why don't ya?!" Julianna snapped.

Monty chuckled before saying, "To answer your question, Trixie; in the words of three friends of ours-"

"Spoilers, sweetie," said Opal and Monty together.

Just then, Trixie noticed something. "That's odd," she commented.

"How are spoilers odd?" Monty asked.

"No, not that. The snow's stopped." The five ponies looked around.

"You're right," said Opal in shock as she turned towards the sky. "The snow's stopped falling."

"Maybe the pegasi scheduled it to stop," Monty guessed.

Opal rolled her eyes. "No they didn't. Unlike you, I actually _read_ this morning's weather plans. The snow's supposed to keep falling into next week before taking a short break."

"A bunch of rogue clouds, perhaps?"

"What would be the odds of enough rogue clouds coming together and being able to stop the snow from falling over _all_ of Canterlot?"

"Larger than you think," said Trixie as she pointed towards the sky. "Look."

Opal, Monty, and their children followed Trixie's gaze. A large portion of the white sky appeared to be swirling around like a whirlpool. Within seconds, there was a massive vortex of sorts in the middle of the sky with a black hole in the center of it.

"What in the name of Celestia is _that_?!" Monty asked. Opal quickly grabbed Francis and Julianna and pulled them close to her.

"I don't know, but it doesn't look good," Trixie replied.

_**Home of Twilight Sparkle, Ponyville, Equestria, Gaia, Winter, 1002 C.E.**_

Applejack, Rarity, Fluttershy, Rainbow Dash, and Pinkie Pie remained silent within the confines of Golden Oak Library. Applejack was sitting by the window and calmly watching the weather outside. However, her quiet state of mind was quickly changed to that of fear and uncertainty when her eyes fell upon a strange phenomena in the sky above. "Hey, Rainbow?" she asked.

"Yeah?" Rainbow Dash asked in reply as she flew over towards her friend.

"Two questions. First, is the snow supposed to stop falling today?"

"Uh..._no_. It's scheduled to last for another weak before stopping temporarily."

"Okay...second question. Did the weather team schedule a giant, swirling vortex of terror to appear in the middle of the sky?"

Rainbow gave a dumbfounded look while Rarity, Fluttershy, and Pinkie Pie stopped what they were doing and faced Applejack. "No...I'm pretty sure they didn't schedule something like that."

"Well then." Applejack stood up and turned towards her friends. "It looks like we've got ourselves a problem."

_**Canterlot Castle, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Princess Celestia and Princess Luna stood like statues on the balcony and watched as trails of white smoke started to emanate from the depths of the vortex.

"What _is_ it, sister?" asked an alarmed Luna.

"I'm not sure," Celestia replied as she turned towards her younger sister. "But I'm sure you feel just as fearful of it as I."

Just then, an all too familiar sound reverberated through the air around the alicorn sisters. _VVRROOMMPP! VVRROOMMPP! VVRROOMMPP!_ Celestia and Luna watched as the alien blue box known as the TARDIS appeared before them. The doors were pulled inward not one second after the materialization process had concluded and a chestnut earth pony stallion dressed in a blue pinstriped suit and red tie emerged from the interior beyond them.

"Doctor," gulped Luna.

"Your majesties," said the Doctor as he approached them. "It is a pleasure to see you both again but I'm afraid that our reunion is a result of...not so good circumstances."

"Tell us, Doctor," said Celestia as she pointed at the sky. "Do you know what that is?"

The Doctor glanced in the direction of the rift vortex and sighed. "I do," he replied.

"What is it then?" Luna asked with a panicked look in her eyes.

"War, your majesties."


	2. The Invasion Begins

Chapter 1: The Invasion Begins

_**Home of Twilight Sparkle, Ponyville, Equestria, Gaia, Winter, 1002 C.E.**_

"Ponyville problem, Equestria problem, or Doctor problem?" Rarity asked.

"Definitely Doctor problem," Applejack replied.

"Oh dear."

Rarity, Rainbow Dash, Fluttershy, and Pinkie Pie joined Applejack by the window and looked up at the sky. It truly was an odd, terrifying sight to behold. The sky appeared to have been ripped open by a swirling vortex of clouds. The trails of silver gas spiraled down towards them from the dark void within the hole. It all felt like something pulled straight out of the strangest of novels kept within the dark recesses of Golden Oak Library.

"I think it's time we called the Doctor," Fluttershy suggested.

"I'm with ya on that one, Fluttershy," said Applejack as she took out the walkie-talkie and brought it close to her muzzle. "Doctor, it's Applejack. Can you hear me?" No reply. "Doctor? It's Applejack! I think we've got a problem!" Again, no reply. "In the name of all things Celestia, say something, Doctor!"

"Maybe he's taking a nap right now," Pinkie Pie guessed.

"I think that's highly unlikely, darling," Rarity replied. "Have you _ever_ seen that stallion sleep?"

"Yeah! When he's been knocked out by something!"

Rarity turned back to the others when a bit more worry etched into her face. "You don't think something bad's happened to them, do you?"

"Goodness, I hope not," said Fluttershy.

Applejack continued to call into the walkie-talkie. "Doctor? Twilight? Derpy? Spike? Donna? Twi? Anypony?!" she called. Once more, there was no reply.

"Well that's great," Rainbow Dash groaned.

"What are we supposed to do now?" Fluttershy asked as she nervously nibbled the edges of her forehooves.

Rainbow Dash flew higher into the air. "We're not just going to sit around and do nothing!"

"Now, Rainbow Dash, please calm down before you rush into something without thinking..._again_," said Rarity. Rainbow gave Rarity a snort and a sharp glare. "Don't look at me like that! From what I can tell, I think it's going to take a bit more than your _radical_ flying skills to get rid of something like _that_."

Rainbow snorted again before lowering herself back down to the floor. "Ugh. You're right, Rarity."

Rarity gave a pleased smile. "Thank you, Rainbow Dash."

"Do you think the Princesses have noticed yet?" asked Fluttershy.

"I think they should have by this point," said Applejack. "Most of this side of Equestria should be able to see that thing right now."

"Maybe they'll do something about it," said Rarity.

Suddenly, a soft whooshing sound began to echo from outside. "I think somepony dropped something from high up," Pinkie stated. The five friends fell silent as the sound outside began to grow louder and closer.

"Everypony hit the deck!" cried Rainbow Dash as she fell to the floor. The others followed suit just before a massive _boom_ erupted outside the library. The entire world seemed to shake around them as the library's windows shattered inward. Smoke and sparks flew through the new openings and filled the air. The five mares let out hard, pained coughs as the smoke gradually cleared.

"It looks like the Princesses might be taking their time with this," coughed Applejack.

"What in Equestria _was_ that?" Rarity asked as she helped herself and Fluttershy off the floor.

"Let's go find out!" shrieked Pinkie Pie as she bounded towards the door.

_**Outside the Home of Twilight Sparkle, Ponyville, Equestria, Gaia, Winter, 1002 C.E.**_

The air smelled abnormally acidic and metallic. A mixture of smoke and steam rose upwards from a crater of fair size located a few yards away from the exterior of the library.

The five friends tried to examine what was located within the crater but the intense heat and fire located in the center prevented them from getting too close. "Can anypony get a good look at it?" Applejack asked.

"It's hard to tell with all this smoke around," stated Rarity.

"I'll take care of this!" said Rainbow Dash as she flew up into the air and began to vigorously flap her wings. Gradually, the smoke began to clear from around the crater.

Applejack and Pinkie Pie approached the crater while Rarity and Fluttershy kept their distance. "Be careful!" Fluttershy squeaked with worry.

"We are. Don't worry," Applejack replied as she drew closer to the crater's edge. The farmmare cocked her head as she attempted to examine the burnt object located in the center. "It looks...like a piece of metal trash."

"Really?" asked Rainbow Dash as she returned to the ground. "That's it?"

Pinkie turned back to the others and nodded her head in confirmation. "Pretty much!" she replied.

Fluttershy looked to the sky to see falling, fiery objects joining the wispy trails of silver gas emanating from the vortex. "Girls, I think there's more," she said as she pointed upwards.

Applejack followed Fluttershy's gaze. "Yep. There's a lot of them," she said.

"What I wouldn't give to have Twilight here to conjure up a protective shield or something," said Rarity.

"Well we don't, which means that we've got to work with what we've got to make sure that nopony in town gets hurt!" said Rainbow Dash.

Applejack nodded. "I'm with ya on that one, Dash. Let's make sure everypony here in Ponyville is safe first. Then we can head on up to Canterlot and meet with the Princesses," she said.

"Sounds like a plan," Rarity agreed.

"Let's go, ponies!" ordered Pinkie Pie. "CHARGE!"

The five ponies began to dash away from the library when a trail of silver gas suddenly smashed down into the ground in front of them. The group of mares stopped dead in their tracks as they watched the dust trail come together to form three humanoid figures. It wasn't until the figures had been completely formed that the five friends realized that they appeared to be robots.

The three Cybermen quickly focused on the mares. "YOU WILL SURRENDER OR YOU WILL BE DELETED!" shouted one of the Cybermen. The three metallic monsters raised up their weaponized arms and aimed them at the mares.

"Girls," Fluttershy gulped. "I think this is going to be harder than we thought."

_**Canterlot Castle, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Twilight awoke to the sound of the TARDIS doors opening. "Your majesties," echoed the voice of the Doctor as she came to.

"Doctor?" she mumbled before rubbing her eyes.

"Good, you're awake," said the relieved voice of Donna Noble. Twilight's vision cleared up and she quickly found herself staring straight into Donna's hazel blue eyes. "How are you feeling?"

Twilight rubbed her forehead. "Like I've been hit in the head by Tank."

Donna gave a confused look. "No tanks involved, I can assure you. Just a taser rod."

Twilight examined her surroundings to see that she was back in the TARDIS console room. An unconscious Spike was lying next to her and they both were leaned up against the main console. The TARDIS doors were open and, through them, she could just barely make out the interior of a room that Twilight guessed was somewhere in Canterlot Castle. "Donna...what happened? The last thing I remember is opening that door and then...nothing."

Donna took a deep breath and clasped her hands together. "To sum everything up quickly, Discord Whooves shocked you and Spike unconscious with a taser rod, Twi saved Matilda and Daring Do, everybody and everypony met up in the throne room, there was a quick Cybermen battle, Discord Whooves managed to activate the rift generator, and now Discord Whooves has transported himself and his Cybermen army to your Equestria."

"Oh." Twilight was silent for a couple seconds until she finally registered what Donna had said. "Wait, _WHAT_?!" She jumped up like a spring and was instantly met with a sharp pain in her head and back. "Gah!"

"Whoa! Take it easy there!" chuckled a new voice.

Twilight rubbed her eyes as she saw a bruised Daring Do appear before her. "Daring Do is standing right in front of me," Twilight stated in a monotone voice.

"Yep!" Daring Do pressed her chest forward with a look of pride etched into her face.

Twilight turned back to Donna. "You'd think, after everything I've already seen while traveling with the Doctor, that I'd be used to stuff like this."

"Yeah," Donna responded with a long sigh.

Just then, Twilight felt something nudge her side and she looked to see Spike awakening from his slumber. "Ugh...what hit me?" he asked.

"The same thing that hit me," said Twilight as she cautiously stood up.

"Well it looks like everypony's awake now. Fantastic!" exclaimed a familiar voice.

Twilight looked to see none other than the mysterious mare known as Matilda standing next to Daring Do. And, like with the fictional explorer, she looked pretty bruised. "Matilda," Twilight said with a nod.

Matilda smiled and giggled. "Hello again, sweetie."

"I've been wanting to ask this but do you call every person you meet _sweetie_?" Donna asked.

"No." Matilda turned towards the open TARDIS doors. "Sometimes I call them _dearie_." Matilda winked at Donna before disappearing through the threshold alongside Daring Do.

Donna gave Twilight a light nudge. "Who exactly _is_ that mare?" she asked.

"A riddle wrapped in a mystery inside an enigma," Twilight replied with a snort.

"I thought that was Russia."

"What?"

Donna suddenly gave a nervous smile and cleared her throat. "Nevermind. Churchill reference." Twilight and Donna shared an awkward, silent stare for several seconds. "I'm going to go see how things are going outside." Donna hastily made her way through the TARDIS doors.

"What's a Churchill?" asked Spike as he stood up, rubbing his temple weakly.

"We can find out later, Spike," Twilight replied as she turned towards her number one assistant. "Right now, let's just focus on the Discord Whooves situation."

Spike gave a thumbs up. "Sounds like a plan."

"Hey! You're awake!" shrieked Derpy with joy as she suddenly burst into view. Twilight and Spike jumped with surprise. "Oh, I'm sorry! Did I scare you?"

"Aside from making my heart skip a few beats, you didn't do much," Spike replied. Derpy gave a frightening look and Twilight gave Spike a quick smack to the back of his head. "Ow! What the hay, Twilight?! My head still hurts!"

"We're fine, Derpy," Twilight said as she gave Derpy a warm smile. It was here where Twilight noticed that Derpy had a futuristic gun of sorts attached to a belt being worn close to her rump. "Well...it looks like you're prepared for a fight."

Derpy glanced at the gun and blushed. "I'm ready to help stop those nasty Cybermen from destroying Equestria. Though...I'm honestly not sure if I'm ready to use this yet."

"I'm sure you'd be great if a situation called for you to use it."

"You really think so?" Derpy gave a wide grin and her eyes proceeded to invert.

Twilight gulped. "Yeah...just make sure you know what you're aiming at before you fire."

"Don't worry, I will!" Derpy glanced back at the open doors. "We better go out and see what's happening. The others will be joining us soon."

"Others?"

"Yeah. Colgate, Clockwork, Twi, and...well...it's hard to explain."

"What is?"

"Twi's friends."

"What about them?"

"Eh...you'll have to see it to believe it."

"I don't like the sound of that, Derpy."

"Nevermind any of that for now, Twilight! Let's just go out and join the Doctor. The others will be out soon and we have more soldiers on the way. Discord Whooves isn't going to destroy our home without a fight!" Derpy took to the air and flew out of the TARDIS.

"Yep. She's _definitely_ ready for a fight," said Spike before crossing his arms.

"I don't know whether to be impressed by that or intimidated," said Twilight before levitating Spike onto her back. She then made haste in following her pegasus friend out into the world beyond the TARDIS doors.

* * *

"I believe there is much explaining to be done, Doctor," stated Princess Luna firmly.

"Indeed there is, your majesties," the Doctor replied as he nodded at the two royal sisters.

Celestia stepped forward. "But first, Sister, I think it would be wise for us to place a protective shield around the city," she suggested.

Luna nodded. "Agreed," she replied.

The Doctor watched as the two sisters brought their horns together and aimed them at the sky. The tips illuminated for a few seconds before sending out a sharp beam of magical energy high into the sky. The beam exploded like a firework high above the center of Canterlot and a massive, white dome of magic began to expand from it. Within mere seconds, Canterlot was cloaked on all sides by a shimmering, silver force field.

However, the two princesses' eyes widened in disbelief and horror as the silver trails of gas emanating from the vortex phased through the shield as if it weren't even there. "But...that's impossible!" Luna exclaimed.

"That is the most powerful protective shield spell there is. _Nothing_ should be able to break through it," Celestia stated.

The Doctor sighed. "We're dealing with a very different enemy here," he said. "These invaders have developed a resistance to many different types of magic. There are certainly ways to hold them off and fight them; but, sadly, protective shields aren't going to be of much use here."

Celestia turned to the Doctor. "Who are these invaders?"

"Cybermen," replied Matilda, who had just appeared at the Doctor's side along with Daring Do.

Celestia's eyes widened. "No...not again."

"You know about them?" the Doctor asked with a confused look.

Both Celestia and Matilda looked at the Doctor oddly. "Oh, I see. That hasn't happened for you yet," Matilda stated.

"Will you stop bringing up future events whenever we meet?!" the Doctor snapped as he turned towards Matilda. "I'm frustrated enough as it is!"

"Sorry. That's what happens when you know somepony out of order."

The Doctor stepped in front of Matilda and looked deep into her eyes. "Who are you, Matilda?"

Matilda smirked. "That, Doctor, is a question and an answer for another time."

"Indeed. There are far more important issues to deal with right now," said Luna with a nod. "Starting with: is that Daring Do standing right next to you?"

The Doctor and Matilda turned to Daring. The explorer gave a smile of pride and bowed. "You bet! It's an honor to meet you, your majesties!" she replied. "I've been trying to meet ya for years. You'd think finding many valuable treasures and saving lands from total destruction would _at least_ grant you some sort of audience with royalty but whatever."

Suddenly, without warning, everypony in the room found their eardrums shattered by a loud, giddy shriek of joy emanating from Luna's mouth. Donna stumbled out of the TARDIS and clutched her ears tightly. "What the hell is that?! I didn't escape that awkward silence to have my ears blown up!" she snapped.

Luna raced towards Daring and vigorously shook her hooves. "I can't believe I'm meeting you! _How_ am I meeting you?! This is impossible! It's wonderful! It's impossibly wonderful! I've read all of your books since I came back! Still waiting for the next one! Only six months, three weeks, five days, sixteen hours, and thirty-five minutes to go! Did I mention how excited I am to meet you?!" shrieked the Princess of the Night.

Daring gave a confused, yet wide, smile. "Nice to meet you too, your majesty."

"So Princess Luna's a fangirl," the Doctor whispered to Matilda. "I honestly didn't expect that at all."

"Oh that's _nothing_, sweetie," Matilda giggled back. "Wait until the _Professor Who_ television series starts."

The Doctor's face became emotionless for a few seconds before being replaced by a large frown. "What did I say about future events?!"

"Words, words, and more words. The usual."

The Doctor face-hoofed. "Ugh! Nevermind!"

At that moment, Derpy flew out of the TARDIS and was soon followed by Twilight with Spike riding on her back. "The others will be out soon, Doctor," said Derpy as she landed next to Matilda.

The Doctor nodded. "Excellent." He turned towards Twilight and Spike. "And you're both awake! Splendid!"

Twilight's eyes turned to the sky and widened as they fell upon the sight of the swirling rift vortex. "This is really happening," she said. "They're really invading."

The Doctor became incredibly solemn. "Yes." He approached her and placed a hoof on her shoulder. "But I'm not going to let him win. Equestria will not fall today. Not ever."

Twilight gave the Doctor a determined look. "Right."

"So when are the reinforcements coming?" Daring asked.

"Reinforcements?" Luna asked.

"Speaking of that," said the Doctor as he glanced at his foreleg as if a watch were being worn there. "They should be appearing any second now."

Just then, there was a flash of light a few feet away and five figures appeared: the human Princess Luna, Flash Sentry, the human Fluttershy, the human Rarity, and the human Spike. "Ah. There they are," said Matilda.

"Some of them anyway," Daring added.

Luna the human silently turned around and glanced up at the majestic structure that was Canterlot Castle. "It looks...exactly the same," she uttered.

"It's you," said Celestia as she stepped in the direction of the five humans.

Luna the human turned around to face the alicorn versions of herself and her missing sister. She awkwardly took a few steps in the direction of the royal sisters before coming to a halt a couple feet from them. Her eyes focused on Luna the alicorn. "Princess Luna?" Luna the alicorn nodded. Luna the human turned towards Celestia. "Princess...Celestia?"

Celestia nodded. "Based on your reaction, I'm assuming _you_ haven't met me yet."

Luna the human raised her hand up and faced her palm in Celestia's direction. "Stop. No more time travel nonsense. There's enough for me to worry about now as it is." It didn't take much for everyone and everypony to suddenly notice Luna the human's refusal to look Celestia straight in the face. She loudly cleared her throat and turned towards the Doctor. "The rest of my army should be appearing any moment now." She drew her silver rapier and wand before approaching the edge of the balcony to examine the beginning of the invasion playing out before her. "It all looks the same. Exactly like that day."

"What was that?" Luna the alicorn asked.

The Doctor managed to see Luna the human wipe a single tear away from her eye before turning around to face the group. "I'm guessing my armies will be scattered throughout the land like Discord Whooves's armies." She began to scratch her chin. "Could be problematic but at least it'll give each section of the invading army an obstacle." She then turned in the direction of her alicorn counterpart, again putting as much effort as possible into directing her focus nowhere near Celestia's face. "I suggest that you deploy all of your soldiers immediately."

Luna the alicorn gave her human counterpart a stern nod. "My sister and I were just about to get to that."

"There's no _just about to get to that_ nonsense in this situation. The faster the attack, the more chance you'll have of getting the upper hand."

Luna the alicorn snorted. "No need to be so blunt."

Luna the human snorted. "I think what's happening now warrants a bit of bluntness."

"There's no need to start arguing," Celestia stated calmly as she stepped closer to the two Lunas. "Let us go and begin sending out our respective troops."

Luna the alicorn nodded. "I agree, Sister," she said before making her way towards the interior of the castle.

"Let's begin our counterattack," said Luna the human as she walked past Celestia, constantly keeping her gaze focused on the ground.

Celestia turned her focus in the direction of the Doctor and the others. "Doctor. Twilight," she said with a stern expression. "Whatever plans you have, execute them."

"Will do, your majesty," said Twilight with a bow. The Doctor agreed with a silent nod. Celestia smiled at them before following the two Lunas into the castle.

"So what's the plan?" asked Spike the dragon and Spike the human in perfect unison.

"It is being carefully organized and perfected as we speak," the Doctor replied.

"So you've got nothing," Daring stated bluntly.

"It sounds horrible when you say it like _that_!" the Doctor snapped back. He then quickly cleared his throat. "I think the best course of action right now is to make sure all of the civilians and innocent ponies are brought to safety. There's no need to have any innocents being brought into the crossfire of this battle."

"I agree," said Twilight. She turned in the direction of the city with a look of worry on her face.

"I think now would be a good time to let the others in Ponyville know what's going on," said Spike.

"Agreed, Spike," said the Doctor before extending a hoof. "Please hand me the walkie-talkie."

"Uh...walkie-talkie?"

"Yeah, you know. The device we had so that we could communicate with the rest of our friends if something came up in Ponyville while we were gone?"

Spike shook his head. "I didn't have it."

"Don't look at me," said Twilight.

"I remember seeing it in the TARDIS," said Derpy.

"Great! Could you go get it for us, Derpy?" the Doctor asked.

Derpy shuffled her forelegs and began to blush. "Well...you see...I kinda...sorta...remember seeing it fall out of the TARDIS while we were entering the other Canterlot."

The Doctor's face fell. "Well I didn't expect that one."

"So how are we going to communicate with the others?" Spike asked.

Derpy suddenly pressed her chest forward. "I'll go!" she stated. "I can fly to Ponyville."

"And I'll come with ya!" said Daring as she flexed her wings. "Best if you had somepony there with ya."

Suddenly, Twilight used her magic to levitate Spike off her back and place him on Derpy's. "Twilight, what are you doing?" he asked.

"I think you should go with Derpy," Twilight replied.

"What?! No!" Spike froze for a second. "No offense to you, Derpy, but, Twilight, I want to be here with you!"

"Canterlot's going to be the heart of the invasion. I think you'll be safer in Ponyville. Besides, I bet Derpy and Daring Do could use a dragon with them."

"But what about you?"

Twilight turned towards the city. "I'm going to find my parents, my brother, and Cadance. I want to make sure they're all right."

"Sorry but this is where I have to step in," said the Doctor. "I really don't think it would be wise for you to go out into Canterlot by yourself, Twilight. Especially with the invasion starting."

"I'll be careful."

"And she won't be alone," said Twi as she emerged from the TARDIS, futuristic gun and wand in hand. "I'm going with you, Twilight."

"Twilight!" gasped Flash as he stepped in the direction of the TARDIS.

A warm smile appeared on Twi's face. "Flash." She broke into a run and nearly leapt into Flash's arms before planting a firm kiss on his lips. "I remember." She grabbed human Spike, Fluttershy, and Rarity and pulled them into a tight hug. "I remember everything!"

"Oh, Twilight! It's so good to finally have you back in one piece!" Fluttershy exclaimed.

"But that was reckless, what you did back in our world! Don't you ever scare us like that again!" Rarity snapped.

"Sorry, Rarity. But I had to go with them." Twi stepped away and turned towards the TARDIS. "Besides, if I hadn't, I wouldn't have rescued my brother, Applejack, and Rainbow Dash."

A deathly silence seemed to fill the air as three Cybermen emerged from the TARDIS. "Wait a sec," said Flash. "You don't mean-"

"I'm afraid she does," said the Shining Armor Cyberman, his voice no longer robotic and now sounding the way it used to be.

"Thanks again for changing our voices back, Doctor," said the Rainbow Dash Cyberman.

"It's the most I can do for you right now," he stated with a tone of sadness.

Twilight was almost in complete shock as she watched the three Cybermen approach Twi and the others. _So this is what Derpy meant_, Twilight thought. _She was right. I really_ did_ need to see this in order to believe it._

"I...I can't believe they did this to you," said Fluttershy as she approached her robotic friends.

"Don't cry for us now, sugarcube," said the Applejack Cyberman as she carefully stroked a robotic finger down Fluttershy's face. "We still have our humanity and, right now, we need to use that to protect this world and defeat Discord Whooves once and for all." Fluttershy clutched Applejack's metal hand and nodded, wiping her eyes as she did so.

Twi turned in Twilight's direction. "I'm going with you," she said as she whipped her wand through the air.

"And I'm staying by your side, little sis," said Shining Armor as he carefully clutched Twi's hand with his robotic one. "So I'm going too."

Flash stepped forward. "Me too," he said.

Twi looked at Flash and couldn't help but feel uneasy. He was still giving off the same distant aura he had been when they had reunited back in their own world. At the time, she had assumed that it was simply brought upon by the sadness of her having amnesia and not remembering him. But, now, she felt that there was something more behind it.

"Thank you," said Twilight as she approached Twi, Cyberman Shining Armor, and Flash. She turned back to Spike and Derpy. "I'll be careful and safe. You be that as well, promise?"

"We'll try to be as safe as we can be," Derpy said with a wide grin.

Daring nudged Derpy and took to the air. "Come on then, you two!" she said before pulling out her whip and waving it around with her mouth. "Let's get going!"

Derpy flapped her wings and levitated upwards. "Do you even know where Ponyville is?"

Daring fell silent. "Uh...no."

"I guess I'm leading the way then."

Spike clutched the back of Derpy's mane tighter as he looked back at Twilight for one, last time. "Twilight," he uttered under his breath. Twilight smiled and gave a nod in his direction in such a way that she appeared to have heard what he had whispered.

"Twilight. Derpy. Everyone. Everypony," the Doctor said as his focus drifted around the balcony. "Good luck."

"You too, Doctor," said Twilight before turning to her traveling companions. "Let's go."

Twi looked at her own Spike and hugged him. She stepped back and shared a nod with him, the two of them seeming to partake in a silent conversation within that fragment of time. She then turned to Twilight and began to walk alongside her towards the castle interior. "Lead the way," she said.

"Shouldn't _you_, of all people, know where my childhood home is?"

"Well there's no telling that I know where _your_ home is given that we're from two different realities."

Twilight cocked her head. "Point taken." The two Twilights, Flash, and Cyberman Shining Armor proceeded to make their way into the castle to start their descent down into the city.

The Doctor turned to Derpy, Spike, and Daring and quickly noticed Spike's worried expression. "She'll be fine, Spike. One Twilight Sparkle is capable enough but now there's _two_ of them." He said before freezing for a moment. "Come to think of it, that thought frightens me a bit."

Spike couldn't help but give a quick smile.

"Come on then!" urged Daring. "Lead the way, Bright Eyes!"

"It's Derpy Hooves," Derpy corrected.

"Oh...right."

Derpy giggled before flying off across the Canterlot skyline with Spike on her back and Daring Do flying alongside her.

Colgate and Clockwork suddenly emerged from within the TARDIS and closed the doors behind them. "You two certainly took your time," Matilda snickered.

"Did we miss anything important?" Colgate asked.

"Just everypony going on their own separate missions. Nothing major, I assure you."

"I'm guessing human Luna has already arrived," Clockwork guessed as his eyes fell on the human Rarity, Fluttershy, and Spike.

"The rest of the soldiers should be appearing shortly," Rarity informed.

Just then, the sound of explosions, screaming, firepower, and robotic shouting began to emanate from the city below. "It sounds like the fighting has begun," said Spike the human.

"So what's the plan for us?" Donna asked before stepping towards the Doctor.

"Well we're certainly not going to run out into the fray blindly," the Doctor replied. "I believe our best course of action right now is to aid the Princesses in deploying the soldiers and keeping the innocents safe." The Doctor's eyes grew stern, cold, and direct. "Then we focus on finding Discord Whooves." The Doctor pulled out his sonic screwdriver, aimed it at the TARDIS, and proceeded to place his beloved ship a second out of sync. "He's not getting his hooves on my ship or this world."

Donna watched as the Doctor made his way towards the inside of the castle. At that very moment, a powerful chill overcame her. At first, she assumed it was just the winter weather; but she quickly realized that this was a different kind of chill as it seemed to be both emanating from far away and from deep inside of her.

"_The weakness lies in the place of truth, past, and punishment._"

Donna clutched the side of her head and shook. That voice. It was so old. So powerful. So overbearing. So...repentant.

"Are you all right?" asked Matilda as she stepped in front of Donna.

Donna rubbed her temple. "I'm fine," she replied. She thought of telling the mysterious mare about the voice and what it had said but not even she herself understood the meaning of the message. "The weakness lies in the place of truth, past, and punishment."

"What was that, dearie?"

"Nothing. I was just thinking about...tea."

"Tea?" Matilda raised an eyebrow at Donna.

"Yeah. I could _really_ go for a cup of tea right about now." Donna turned away from Matilda and followed the Doctor and the others into the castle.

Matilda continued to eye Donna intensely and curiously. "You're not fooling me, DoctorDonna."

_**Mane and Oats Avenue, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

The Hearth's Warming Eve happiness and sense of calm was gone. Within the blink of an eye, everything was chaos. Burning pieces of metal rained down from the sky and crashed through anything in their path. The silver trails of gas formed into groups of robotic monsters. Powerful blasts of energy shot through the air. Ponies ran for safety and screamed with the terror of being caught by the metal creatures.

Opal feared for her children. She kept them close to her side as she followed Monty and Trixie through the streets of Canterlot. Her hooves passed over mounds of frozen and melting snow as she ran. She could hear her own heavy breathing and the quick, fearful breaths of her children. She had no idea what was happening but one thing she knew was that it had to involve the Doctor in one way or another. The invading Cybermen were proof of that.

"Keep running! They're gaining on us!" cried Trixie from the front.

Opal glanced back to see at least seven Cybermen rushing after them. "Mom?" choked a worried Julianna.

"Just stay close to me!" Opal ordered. "They're not going to do anything to you! I won't let them touch you!"

Trixie felt her heart skip a beat as ten Cybermen began to rush at them from the front. She noticed an opening between two buildings nearby and rushed towards it. "This way!" she shouted.

The five ponies dashed into the alleyway at full speed. A few yards into the alleyway, however, they found themselves running into a dead end.

"Why does this _always_ happen?!" Monty snapped.

"SURRENDER OR BE DELETED!" ordered the Cybermen from behind. Opal pressed Francis and Julianna against the wall as she, Monty, and Trixie stood in front of them. "SURRENDER OR BE DELETED!"

"You know, Trixie," said Monty. "A teleportation spell would be pretty useful right about now."

Trixie gulped. "I...I can't perform a teleportation spell," she said.

"WHAT?!"

"I haven't practiced it yet!" Trixie faced the Cybermen. "But I can do this!" Her horn glowed brightly and a blue wall of magic appeared between them and the Cybermen. "There! That should stop them!" To everypony's shock, the Cybermen simply broke the magical shield like it was a thin sheet of glass and continued their advance. "Or not."

"SURRENDER OR BE DELETED!" shouted the Cybermen as they aimed their weaponized arms at the ponies.

Opal hugged her children tightly. "Everything's going to be okay," she whispered to them. "I'm going to protect you."

Trixie felt her muscles tense up as the leading Cyberman approached her. Suddenly, a bright flash of white light lit up the alleyway from behind the Cybermen.

"Oi! Cybermen!" snapped a feminine voice. The Cybermen stopped and began to turn around. "Take this!" A blue, metallic orb was flung high up into the air. Blue lasers shot out of the orb and surrounded the Cybermen. A second later, there was another bright flash of light and the Cybermen were reduced to a large pile of ash. A satisfied laugh reverberated through the air.

Trixie looked to see a human woman with fair skin and brunette hair approaching. She was wearing a black, leather jacket; a black dress with red flower patterns on it; a belt holding various weapons and items strapped around her waist; and a futuristic gun of sorts being held in one of her hands. "You just saved us," Trixie stated. "Thank you."

"Don't mention it," the woman replied. "I've seen enough people I care about get taken away by Cybermen. Not anymore."

"What's going on here?" Opal asked. "Why are Cybermen in Equestria?! And, no offense, but why does it seem that humans are in Equestria as well?"

"Long story. Not a safe place to tell it now. All you need to know now is that Canterlot is not safe, your world is being invaded, and I'm here to help get you to safety," the woman answered. "Now come on! There's more where those came from!"

"Can we at least know who you are before we go running off with you?" Monty asked.

The woman turned around to face the ponies. "My name is Oswin Oswald. I'm a survivor. I'm a soldier. And I'm one of the many soldiers sent here to help protect this world of yours from complete destruction. Now, I've always wanted to say this." The woman known as Oswin Oswald extended her hand forward. "Come with me if you want to live!"


	3. The Prophecy of Donna Noble

Chapter 2: The Prophecy of Donna Noble

_**Town Square, Ponyville, Equestria, Gaia, Winter, 1002 C.E.**_

"Take this, you metal-heads!" shouted Rainbow Dash as she smashed into two metallic faces with her hind legs. One of the robotic monstrosities fell back into the snow while the other stumbled about in a daze.

"YOU WILL SURRENDER OR YOU WILL BE DELETED!" shouted another robot as it approached them.

"Not happening!" said Applejack as she swung a rope back in forth. With a swift flick of her muzzle, the approaching robot was caught in a tight lasso.

"Get back! I said GET BACK!" ordered Rarity as she used her magic to fling wads of snow at the monsters, which had next to no effect on their metallic bodies. Suddenly, two more appeared behind Rarity and the white unicorn quickly found herself surrounded. "Oh! Why didn't I ask Twilight to teach me how to teleport?!" She then let out a loud scream as the four monsters reached for her.

"She doesn't want to go with you!" snapped Pinkie Pie as she aimed her party cannon and fired.

Rarity ducked just before the four robots were blown off their feet by a powerful gust of confetti. She then stood up, brushed the snow off her coat, and turned to Pinkie with a relieved smile. "Thank you, Pinkie Pie."

Pinkie beamed back at Rarity with a large grin. "Don't mention it!"

Rarity looked to see several ponies running about the town ducking for cover, hiding in buildings, or attempting to fight back. However, the attackers were proving to be more than a match for them and more were on the way. "Girls!" Rarity stated loudly. "I think it would be a good idea to move on to a safer place!"

Applejack looked at the oncoming attackers and gulped. "I think I'm with ya on that one, Rarity," she said.

The five mares drew close to each other while clusters of robots started entering the town square from all sides. "Where do we go from here?" Fluttershy gulped.

"The hospital!" Rainbow Dash said.

"No thanks! My checkup's not for another two months!" Pinkie replied.

Rainbow groaned and shook her head. "No! I heard somewhere that the hospital's built with some of the strongest materials anypony can find. I can definitely remember how hard it was for me when I broke in that one time."

"She's right," said Rarity. "I remember hearing something like that; and if that's true then the hospital is the safest place in Ponyville right now."

"Right! The hospital it is!" said Applejack.

The mares made a mad dash in the direction of the hospital only to find themselves blocked by an oncoming cluster of robots. "MOVE!" Rainbow Dash shouted.

"YOU WILL SURRENDER OR YOU WILL BE DELETED!" shouted the robots as they advanced. The five friends looked around to see that they were quickly being surrounded on all sides. "YOU WILL SURRENDER OR YOU WILL BE DELETED!"

"Why couldn't you have learned a teleportation spell from Twilight, Rarity?!" Rainbow Dash snapped.

"Are you _really_ trying to make me feel worse in this current situation, Rainbow Dash?!" Rarity snapped back.

"Quit it, you two!" Applejack ordered. "We need to think of a way out of this!"

"Well we better do it quickly because they're getting a bit too close," said Pinkie.

"Uh...Pinkie?" Rarity asked.

"Yeah?"

"Where's your party cannon?"

"I left it over by the town hall."

"...WHY?!"

"Because it's not safe to bring a cannon into a hospital. Duh! Didn't they teach you that in school?"

"YOU WILL SURRENDER OR YOU WILL BE DELETED!" ordered the attackers as they circled around the mares.

Rainbow Dash stood on her hind legs and swung her forehooves around wildly. "Just _try_ to take us, metal-heads!" she snapped. "You'll never take us alive!"

"But I like being alive," said Fluttershy.

The robots raised their weaponized arms upwards and aimed them at the mares. "DELETE! DELETE! DELETE! DELETE!" they shouted.

"These guys sure like deleting stuff," said Pinkie. She then brought her voice down to a whisper and leaned towards the others. "I think they have a problem!"

"Really? I didn't notice," Applejack deadpanned.

Rainbow Dash looked like she was about to lunge straight at the robots nearest to her when a streak of blue electricity seemed to surge through the heads of each attacker. The robots froze and appeared to shut down for a brief moment, leaving the mares confused. "Uh...what just happened?" Rainbow asked.

Just then, the robots appeared to come back to life. They looked straight at the mares and their eyes suddenly glowed bright blue. "ELEMENTS OF HARMONY FOUND! SECURE IMMEDIATELY!" they all shouted in sync.

"I guess they decided to not delete us!" said Pinkie with a huge grin.

"Yeah but this isn't that much better," sighed Applejack.

"Okay! You guys make a mad dash to the hospital! I'll hold them off!" said Rainbow.

Applejack shook her head. "Ain't happening."

"We're staying together!" said Fluttershy.

"That's right," Rarity agreed.

"Together forever!" Pinkie said with her forelegs spread out. She then raised an eyebrow and looked at the others. "Was that too cheesy?"

"SECURE THE ELEMENTS! SECURE THE ELEMENTS!" shouted the robots as they lunged for the five friends.

Just then, out of nowhere, something wrapped around one of the robots and pulled it to the ground: a whip.

"GET DOWN!" ordered a familiar voice. The mares followed the order and dropped to the snowy ground just before a blast of energy soared through the air and smashed into the cluster of robots standing around them. Some fell to the ground, some were thrown through the air, some broke apart in areas, and some had parts of their bodies disintegrate into clouds of silver dust.

Derpy, with Spike holding tightly onto her back and a blaster held tightly in her forehooves, landed softly in the snow a few feet away from the others with Daring Do coming down right next to her. "Nice shot, Derpy!" the adventurer complimented.

Derpy blushed. "Well, I had enough practice on my way here," she said.

"Tell me about it," Spike scoffed as he jumped off Derpy's back. "No offense, Derpy, but I think I'll take the train from now on." The little dragon looked over at the five mares crouched in the snow, jumped, and rushed towards them. "Oh my Celestia!" He ran towards Rarity and extended a claw. "Rarity! Are you okay?!"

Rarity looked up at Spike and smiled. She then stood up and wrapped the dragon up in a big hug. "Oh! I'm so glad to see that you're okay, Spikey-wikey!" she cooed.

"Nice to see that you're in one piece, Spike," said Applejack as she stood up. "We were a bit worried when we tried to call you and the others and nopony responded." Applejack gave a deadpan look when she saw that Spike was still hugging Rarity tightly. "We're fine too, Spike. Thanks for asking."

Rainbow Dash flew over to Derpy and landed in front of her. "Did _you_ just blow those things away?" she asked.

"The Cybermen? Yep!" Derpy replied.

"Cybermen? That's what they're called?" Rainbow Dash was silent for a second or two. "Meh. Could be twenty percent cooler."

"As long as we can defeat them, I don't care how cool their name is," Daring stated as she took a step towards Rainbow Dash.

Rainbow looked at Daring. "And who in Celestia are yo-" She stopped once she got a full look at the mare standing before her. _That coat. That mane. That face. That shirt. That hat. That whip. No...it can't be. It's not possible!_ she thought before slowly turning back to Derpy. "Uh...Derpy. Who's this?"

"Oh! This is Daring Do!" Derpy replied. "I know she's just a character in a book here but this Daring was taken out of an alternate universe and it's a long story so I won't go into it now."

Rainbow's jaw nearly dropped to the ground as she turned back to Daring. "You...you're _the_ Daring Do?!"

Daring sighed and rubbed the back of her neck in anticipation for what was to come. "Yep. That's me. Daring Do. The one and only," she replied.

A shrill shriek of fangirly pleasure escaped from Rainbow's mouth and echoed through the air. "Ohmygoshohmygoshohmygoshohmygoshohmygosh!"

Daring cleared her throat and stared straight into Rainbow's wide eyes. "What's your name?"

"Rainbow Dash!"

"Listen, Rainbow Dash. I'm happy that you're a fan of me, but there's more to focus on right now so can you save the questions and whatever other fan-based stuff you have in mind for later?"

Rainbow quickly collected herself and gave a salute. "Yes sir! I mean ma'am! I mean Ms. Do! I mean-"

Daring stretched a forehoof forward. "Daring or Daring Do will work just fine."

"Okay...Daring Do." Rainbow shivered with excitement upon saying the name.

"Okay, Derpy," said Applejack as she walked over to the gray pegasus. "What the hay is going on? Where did these things come from? Where's the Doctor?"

"It's a long story," Derpy replied.

"Isn't it always?" Rarity asked with a sigh.

"It would be best if we could find somewhere safe to hide from the Cybermen," said Daring.

"We were just on our way to the hospital," said Applejack. "It's the strongest building in town and should hold up against these _Cybermen_ well enough."

Daring nodded. "Alright! Sounds like a plan!"

Pinkie Pie began bouncing up and down vigorously. "Let's get a move on then, you silly fillies!" she exclaimed.

Suddenly, Fluttershy let out a frightened scream. "PINKIE PIE! LOOK OUT!" she cried.

Pinkie Pie looked up to see a Cyberman flying through the air and headed straight towards her with its arms stretched out. The pink pony was unexpectedly caught off guard and the others had little time to react to the fast, oncoming attacker.

In a moment of instinct, Fluttershy lunged through the air and smashed into Pinkie Pie, knocking the mare to the ground. Not a second later, the Cyberman grabbed Fluttershy and began to fly off. "ELEMENT OF KINDNESS OBTAINED!" it announced loudly.

"FLUTTERSHY!" cried Pinkie Pie, Rainbow Dash, Rarity, and Applejack simultaneously.

Rainbow Dash kicked off the ground and soared after the Cyberman at a frightening speed. "I'm coming, Fluttershy! I'll save ya!" she shouted as she extended her forelegs straight ahead. Fluttershy stretched her forelegs in Rainbow Dash's direction as frightened tears started rolling down her cheeks. "Almost...there!"

Rainbow was practically inches away from Fluttershy's outstretched hooves when the Cyberman suddenly swung around and punched her right in the spot where her left wing connected to her back. Rainbow let out a pained scream as a sickening crack emanated from the spot. Almost instantly, the cyan pegasus lost her thrust and began to fall back down to the snowy earth far below. "RAINBOW DASH!" cried Fluttershy as the Cyberman flew off with her in its grasp.

Derpy flew up towards the falling Rainbow Dash. She was still tired from her long flight from Canterlot but her fear for her injured friend gave her enough strength to push on through the chilly air. After a few seconds of suspenseful, painful flight, Derpy managed to catch Rainbow mid-air and carry her back down to the others.

Rainbow groaned as she was rested on the ground. "Ugh. My wing...I think it's broken," she croaked. She looked up at the departing Cyberman and stretched her forelegs upwards. "Fluttershy."

"That...that could have been me," Pinkie said as her mane deflated a bit. "But she saved me...and that thing just went and took her." Suddenly, pure fury appeared within the party pony's eyes. "NOPONY HURTS OR TAKES MY FRIENDS AWAY! WE'LL SAVE YOU, FLUTTERSHY! YOU HEAR ME?! WE'RE GONNA SAVE YOU!"

"Now we _definitely_ need to go to the hospital," said Daring as she carefully helped Rainbow Dash up off the ground.

"Yes," said Rarity with a lowered head. "Rainbow Dash is hurt now and we'll be taken too if we don't find safety."

"Yeah. What Rarity said," Spike agreed.

Everypony fell silent until Daring awkwardly cleared her throat. "Okay then...let's go," she said.

"What do those things want from us?" Rainbow asked suddenly. "What do they want to do to us? What are they...what are they going to do to Fluttershy?"

Daring sighed and lowered her head. "Nothing good, I can assure you. But we'll find her. I swear to you all that I will help you find and save your friend." Daring looked back at Rainbow and winked. "Now come on. Let's go. There's a lot that you need to know about who we're dealing with."

_**Outside the Chariot Warehouse, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Oswin Oswald led Trixie, Opal, Monty, Francis, and Julianna through the barraged streets of Canterlot with her weapons at the ready. She could see her fellow soldiers fending off the Cybermen with help from the Canterlot guards as she went along. If her hunch was right, her ticket to getting this group of ponies to safety resided within the golden chariot building at the edge of the city.

"Okay, I have to ask," said Trixie suddenly. "What in the name of Equestria could be in the chariot warehouse that could _possibly_ help us right now?"

"Yeah, I have to agree with the magician on this one," said Monty.

"Shush!" Oswin snapped as she turned back towards the ponies. She had a single finger placed against her lips, which were curved into a playful grin. "If I'm right, there is most _definitely_ something in here that can help us."

"_If_?!" Trixie asked. "You don't sound very confident about this!"

"But who _really_ knows all of the details? No one. So, for now, shush and help me help you!" Oswin turned around and slowly led the five ponies around the side of the building. They soon came across a door and Oswin made haste in opening it and leading the ponies inside.

_**Chariot Warehouse, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

"Wow. It's dark in here," said Francis as he and the others found themselves cloaked in total darkness.

"Hang on. I've got this," Trixie said just before her horn illuminated with a bright, blue light. Instantaneously, the darkness surrounding them vanished to make way for dim outlines of various chariots and pegasi guard equipment.

"So what are you looking for, exactly?" Opal asked.

"A jet bus," Oswin replied as she began to walk further into the darkness. The others followed close behind.

"A jet bus?" Monty asked.

Oswin nodded. "Yes. They're vehicles of transportation that were used by the wealthy of Canterlot as well as by members of the revolution back in my world. Based on how I've seen things work so far with that whole rift generator business, I think some of them may have been transported here."

The group continued to walk further into the warehouse until Oswin came to a sudden stop and took in a deep breath of air.

"What is it? What's wrong?" Trixie asked.

Oswin smiled. "Nothing's wrong. My hunch was right," she replied with a laugh before running forward.

Trixie followed Oswin's example and took a deep breath, only to let out a loud gag in response to the scent she experienced. "Gah! What _is_ that?!"

Opal took a quick sniff. "Gasoline," she stated calmly.

"Come on! This way!" Oswin urged as she continued onwards. The ponies wasted no time in following their guardian deeper into the warehouse.

After barely a minute of walking, Oswin found what she was looking for. "Is that it?" Julianna asked as she stared at the object before her through the light of Trixie's horn.

"Yep," Oswin replied. "A proper, working jet bus."

The object situated before the group was several feet in length and about as wide as two normal chariots. It was gray in color and had two wings protruding from its two sides, both equipped with fair-sized jet engines. The exterior walls shifted from straight on the sides, roof, and bottom to curved at the edges. Its front was completely flat with a large, glass window and several lights decorating it. The vehicle was also donned with several square windows that ran along both sides.

Oswin led the ponies to the other side, where a pair of entrance doors was located. "And I'm guessing these doors are locked," Trixie sighed.

"You guessed right," Oswin replied with a smirk.

Trixie lowered her head in shame. "I knew I should have started working on that spell sooner."

"Don't worry yourself over it. I can get us in. Though, it might take a little bit of time."

"Now it's _your_ turn to not worry yourself, Ms. Oswald," said Opal. She stepped forward, reached into one of her coat pockets, and pulled out the sonic screwdriver the Doctor had given her all those years ago. "I've got this." She aimed the screwdriver at the doors and activated it. A few seconds later, the doors popped open.

"I love it when you do that," Monty said.

Opal twirled the screwdriver around before storing it back in her coat. "Me too."

"Okay! All aboard!" Oswin announced as she strode in through the open doors.

Trixie was the last one to board the jet bus. When she entered the darkened interior, she saw her fellow ponies sitting down in the front rows of seats while Oswin was busy examining the controls with a small flashlight. "So, where are you planning on taking us?" Trixie asked.

"Right now, let's just focus on getting out of Canterlot," Oswin replied. "Sound good?"

"Honestly, I think we deserve an explanation. What in the name of Celestia is going on out there?! Where did those things come from? Why are we even in need of saving?!"

"Once again, the magician's got a point," Monty added.

Trixie stretched a foreleg in Monty's direction. "Thank you!"

Monty waved a hoof. "Don't mention it. Us entertainers need to stick together!"

Oswin suddenly let out a short burst of laughter.

"Is something funny?" Opal asked.

"Sorry," Oswin said as she wiped one of her eyes. "It's just that, over a year ago, I never expected myself to end up in a situation like this: hot-wiring a jet bus to save a group of ponies in an alternate version of my home from the powerful armies of some lunatic. It's certainly a far cry from my days of baking souffles and being a nanny."

"You're a...nanny?" asked Monty.

"I try to be sometimes. In a world full of sad children, it's good to have a nanny there to cheer them up."

Everypony was silent for a brief moment. "What happened, Ms. Oswald?" Opal asked.

"Please, call me Oswin," Oswin replied. "And I just realized that I don't know any of your names."

Opal giggled. "Yes, well, we were all a bit preoccupied earlier. My name is Opal, this is my husband Monty, and these are our two children: Francis and Julianna."

"And I'm Trixie," stated the magician.

"Nice to officially meet all of you. Opal. Monty. Francis. Julianna. Trixie," Oswin said with several, polite nods. She turned her attention back to the front controls of the jet bus and began to tinker with them. "I may be an expert hacker but it _will_ still take some time for me to gain control of this jet bus. So I suppose I have time to explain everything to you."

"You're a hacker too?" Monty asked with a raised eyebrow.

"What? Being a nanny and baking souffles aren't my only talents, you know." Everypony in the room shared a quick laugh. "Anyway, I best start at the beginning." Oswin pulled a panel off the front controls and continued her work. "It all started a little over a year ago, when the sky opened up. In fact, it was a lot like what's happening today."

_**Starlight Avenue, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Random pieces of fiery junk rained down from the vortex in the sky and smashed into various buildings and objects throughout the city. Ponies ran for cover in an attempt to avoid the falling debris while simultaneously escaping from the clutches of the advancing Cybermen.

Twilight, Twi, Flash, and Shining Armor the Cyberman weaved their way down the cracked street before them. Ash and sparks rained down from the sky while a strange mixture of vaporized snow and dirt filled the air. The cries of ponies and the shouts of Cybermen reverberated around them. Human soldiers appeared via flashes of light and hastily rushed into battle to take on the Cybermen and protect the city's innocents.

Twilight focused on a purple and blue, three-floor house located halfway down the street. "There it is!" shouted Twilight and Twi simultaneously.

"Huh," Twi added with a giggle. "It looks like our homes are in the same spot after all."

"SURRENDER OR BE DELETED!" ordered a Cyberman as it approached them.

Twilight aimed her horn, Twi aimed her wand, Flash aimed his gun, and Shining Armor aimed his weaponized arm. All four fired at the attacker at once. In a bright flash of light, the Cyberman was reduced to a mound of liquid metal lying on the surface of the snowy street.

"Let's move, move, move!" ordered Flash as he kindly pushed the others along in the direction of Twilight's childhood home.

Twilight pushed her legs to carry her down the street as fast as they could manage. Despite it being fairly cold out, a few beads of nervous sweat rolled down the sides of her face as she raced towards the front door. "Mom?! Dad?! Shining Armor?! Cadance?!" she cried as she reached the wooden barricade.

"I got this," said Twi. With a wave of her wand, the door unlocked with a soft _click_ and swung inward.

"We better make this fast," Shining Armor suggested. "Before more show up."

"Agreed," said Twilight as she turned towards the open threshold. "Mom?! Dad?! Shining Armor?! Cadance?!" She rushed inside.

_**Childhood Home of Twilight Sparkle, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Twilight was met with the relaxing scent of gingerbread as she entered the front hallway. It appeared to be emanating from the kitchen at the end of the hallway and it certainly brought back fond childhood memories for Twilight.

"Hello?!" Twilight called into the depths of the house. "Anypony home?! It's me! Twilight!"

"Twiley? Is that you?!" called voice of Shining Armor from upstairs.

Twilight couldn't help but smile with relief. "Shining?!"

"Yeah! I'm up here! Mom, Dad, and Cadance too!"

"Thank Celestia you're all safe!" Twilight began to run up the nearby staircase. "Come on! I've got help and I'm getting you all to safety!"

As Twilight ran up the stairs towards her family, Shining Armor the Cyberman suddenly fell back against the wall and clutched his head. Twi and Flash instantly took notice of this.

"Shining?! Shining, what's wrong?!" Twi asked as she looked straight into the face of her robot brother.

An electrical surge passed through his head and shot into the wall on the opposite side of the hallway. "Shining Armor?! Speak to us! What's wrong?!" Flash pleaded.

"Oh...no," stated Shining Armor the Cyberman with a hint of fear.

Twi gulped. "Shining...what do you mean by _oh no_?" she asked.

At that moment, Shining Armor unexpectedly pushed Twi and Flash aside and raced up the stairs after Twilight. "TWILIGHT! DON'T GO UP THERE!" he shouted.

Twilight glanced back down at the Cyberman Shining Armor just as she reached the top of the stairs. "What?" she asked with a look of confusion. She turned her attention forward and felt her body freeze.

Across from where she was standing was an open doorway leading into one of the second floor bedrooms. Inside the bedroom, she could see her parents and Cadance bound and gagged by a metallic substance. A Cyberman then appeared from within the room and stepped into the doorway, blocking Twilight's view of her parents and sister-in-law. In the Cyberman's grasp was a bound and gagged Shining Armor. Electrical wires of sorts were linked to both the Cyberman's and Shining Armor's necks. "We're here, Twiley. We're all here," said the Cyberman with its voice being a perfect copy of Shining Armor's. The Cyberman then disconnected the wires and let Shining Armor fall to the floor. It reached its arms forward and began to approach Twilight. "ELEMENT OF MAGIC FOUND! SECURE ELEMENT OF MAGIC!"

"Not a chance!" shouted Shining Armor the Cyberman as he raced up the stairs, past Twilight, and at the attacking Cyberman. He grabbed the robotic creature and tossed it down the second floor hallway. "Save your family! I'll take care of him!"

Shining Armor charged at the Cyberman while Twilight ran over to her Shining Armor's side. She vigorously tried removing the bonds but neither her magic nor her physical strength could get them to break.

Twi and Flash walked up the stairs and ran to Twilight's side. "We've seen bonds like this before. We can break them," said Twi. She and Flash shared a nod. Flash then ran into the bedroom to free Twilight's parents and Cadance. Twi waved her wand and a futuristic key-like device appeared out of thin air. She grabbed it and began to cut through the metallic binds.

Shining Armor the unicorn looked at Twilight and gave a confused look before swinging his gaze back and forth between the two Twilights. Twilight couldn't help but smirk. "This is basically me from another universe," she said as she tilted her head in Twi's direction. "Long story. I'll tell you later."

Eventually, Twi managed to break the last of the metal rope and Shining let out a pained cough. He then sat up and wrapped his forelegs around Twilight. "Twiley...what the hay is going on?!" he asked.

"Like I said. It's a long story."

Shining Armor gave a grim, worried look and sighed. "This wouldn't happen to involve that Doctor or yours, would it?"

Twilight rubbed her forehead and groaned. "What's happening now isn't his fault, Shining."

"But-"

"Oh Twilight!" cried Twilight's mother Twilight Velvet as she raced over to her daughter and wrapped her and Shining in a big hug. Twilight's father Night Light and Cadance weren't far behind. As the other two joined the hug, Twi stood up and looked over at Flash. For a moment, she took note of the sad and distant expression on his face when he stared at her. She was urged to confront him about it but she was quickly reminded that there were more important things at hand. Such as the fact that her brother was fighting a Cyberman at the end of the hallway.

"SECURE THE ELEMENT OF MAGIC! SECURE THE ELEMENT OF MAGIC!" shouted the Cyberman as it grabbed Cyberman Shining Armor and threw him out of the way. The Cyberman turned its attention back to the group and charged towards them.

"You're not touching her!" Twi snapped as waved her wand. A vortex of air emanated from the wand's tip and sent the Cyberman swirling about the hallway, slicing some of the wallpaper and breaking a nearby decorative table.

Shining Armor the Cyberman raced down the hallway and stood next to Twi. "This one's different from the others," he said as the Cyberman stood up. "It's stronger and deadlier."

Twi raised her wand. "I don't care how strong they get. I'll destroy every one that attempts to hurt those I care for!"

The Cyberman's eyes started to grow bright red. "HAND OVER THE ELEMENT OF MAGIC!" it ordered.

"Not a chance!" said Shining Armor the unicorn. "You're not getting anywhere close to my sister!"

Cadance jumped up, stood next to Shining Armor, and spread her wings. "We're ready for you! Just _try_ to get past us!" she spat.

Twi noticed her Shining Armor awkwardly shift a bit as his gaze fell upon the alicorn Cadance. She grabbed one of his hands and held it tight.

The Cyberman let out a terrible shriek before racing towards the group. "Let's see it handle _this_!" said Twi as she swung her wand. Four separate attacks emanated from Twi's wand, Cyberman Shining Armor's hand, Shining Armor's horn, and Cadance's horn. The Cyberman charged right into the attacks and was blown back into the wall at the far end of the hallway. Its arms and legs broke apart and the bottom of its torso melted.

As it smashed into the wall, its chest opened up to reveal a frozen timer. "Oh crud," said Twi, Cyberman Shining Armor, and Flash simultaneously.

"SELF-DESTRUCT ACTIVATED!" shouted the Cyberman. "FIVE! FOUR!"

"EVERYONE GRAB EACH OTHER!" Twi ordered. Everyone and everypony did as they were told and quickly formed a human/pony/Cyberman chain.

The Cyberman continued its countdown. "TWO! ONE!"

Twi focused on a memory. A distant and happy memory. Something to get her and the others away from the danger.

The Cyberman exploded, everything was thrown back, intense heat licked Twi's skin, and the world shattered.

_**Canterlot Castle, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Donna stared down the long, empty hallway. She didn't know why she was staring down it. It was almost as if she were expecting something to lunge out at her. Something that could hold the key to keeping everything in this world from falling into the horrible despair that the alternate Equestria had been forced to experience. "The weakness lies in the place of truth, past, and punishment," she said under her breath. "What does that mean?"

"Doing some deep thinking?" asked the voice of the Doctor from behind.

Donna turned around to face the chestnut stallion in the blue suit. He had a confident grin on his face that helped her feel a little better. "I guess you could say that. There's a lot to think about."

"Heh. You can say that again."

"Wait a moment. I thought you went off with the princesses."

"They're capable of sending out their armies without my imput for now."

"So you're slacking off and letting them do all the work, is that it?"

The Doctor stomped a hoof down. "How dare you accuse me of such things, Donna Noble! I _never_ slack off!"

Donna chuckled. "I know."

"Besides, defeating Discord Whooves doesn't lie in the battlefield."

"I think it kinda does."

"Well, yes, but there's more to the method of ending this invasion that just _bang boom bang_!" The Doctor scratched his chin. "I need to find his weakness. I need to know more about him."

"I'd hate to be the downer here but I don't think Discord Whooves is one to spill out his entire life story. He _is_ an alternate version of _you_ after all."

The Doctor cocked his head in agreement. "Fair point. Quite right."

Donna nervously rubbed the back of her neck and cleared her throat. "Doctor...tell me if this phrase sounds familiar to you: the weakness lies in the place of truth, past, and punishment."

The Doctor gave Donna a confused look. "Forgive me, Donna, but I never saw you as one for riddles."

"I'm not...but something else is."

The Doctor drew in closer to Donna. "And what do you mean by that?"

"Would you call me crazy if I told you that I heard a voice in my head say that?"

The Doctor shook his head. "No. I'd take you very seriously, Donna Noble."

Donna smiled at the Doctor. "Thank you, Doctor, because that's what happened."

"When did you hear it?"

"A little while ago. Just before I came inside from the balcony."

"Whose voice was it?"

"I don't know."

"What did it sound like?"

"Well...it sounded like a man. A very weak man. A very old man. A very guilty man."

"Interesting."

Donna watched the Doctor continue scratching his chin until another strange feeling overcame her. It was different from the aura she had experienced when she had heard the voice. This one was much more powerful, much older, and much more frightening. A powerful chill cloaked her body and every part of her froze in place. She was losing control.

At that moment, Colgate, Clockwork, and Matilda circled around a corner and began approaching the Doctor and Donna. "I need to be doing something!" Colgate snapped to Clockwork and Matilda. "I can't lounge around inside a castle while a war is going on just outside!"

"Patience is a virtue, Colgate," said Matilda. "Believe me, I've done my fair share of waiting to come to terms with that."

"But I want to help! I want to take action! I've been through too much to just take a seat on the sidelines!"

"That you have," said the Doctor as he turned to the trio. "We all have our roles to play in this conflict. Sadly, they don't all come at once."

"Um...Doctor?" Clockwork asked suddenly. "What's wrong with Donna?"

The four ponies looked at Donna. A terrible chill passed down the spines of the Doctor and Matilda in response to what they were seeing.

Donna was shivering violently as if she were wrapped in ice. Her eyes were dark blue and icy, golden steam was emanating from them. Donna opened her mouth and spoke in a voice that resembled that of many people talking at once. "_The Truth lies with the guilty below; friend returns as does foe. Fire and Temple face the Sun above; everyone fights and everyone loves. The tormented double chooses its fate; hurry to the Rainbow before it's too late. Through the Hour of the Doctor there will be nowhere to hide; a terrible choice will be taken in stride. The Night will rise and a matriarch will fall; the Element of Magic will heed the call. The time shall come for the battle to be won; but be careful for the impossible has only just begun._" Donna's eyes instantly returned to normal and she took in a loud breath of air before falling forward onto the floor.

"Donna?! Donna?!" cried the Doctor as he ran to his friend's aid.

Donna sat up and clutched her forehead. "What...the hell...was that?!" she panted.

The Doctor looked Donna straight in the face. "I think...I think you just gave a prophecy."

Donna gave a dumbfounded expression. "What? Since when was I a bloody fortune teller?!"

The Doctor gave a quick chuckle. "Funny. That's exactly what I was just thinking."

"If I may," said Matilda as she stepped forward and knelt down next to the Doctor and Donna. "I think something may have been speaking through you."

"Like what?" Donna asked.

Matilda looked at the Doctor and the Doctor shook his head in response to her glare. "Impossible," he said. "Completely impossible."

"Weren't you listening to what Donna just said, Doctor?" Matilda gave a grim expression. "The impossible has only just begun."

"So what now?" asked Clockwork. "What did all that mean?"

"I'm not entirely sure but I know that we're going to find out. Most likely sooner than later," the Doctor replied.

"Again we ask," Colgate added. "What now?"

"We continue with what the Doctor was doing earlier," Donna said as she raised her head. "We find out more about Discord Whooves. We learn his past. We discover his weakness. We need to go to the place of truth, past, and punishment."

Clockwork and Colgate shared an awkward stare. "And...where is that?" Clockwork asked.

"Seriously, were _any_ of you listening?!" Donna and Matilda snapped at the same time. The two then stared at each other and shared a short smirk of amusement.

"_The Truth lies with the guilty below_," Donna recounted. She looked at the Doctor, Matilda, Colgate, and Clockwork and clutched her temple in a moment of focus. She then slowly lowered her hand and nodded. "I know _exactly_ where we need to go."


	4. A Cup of Tea

Chapter 3: A Cup of Tea

_**Chariot Warehouse, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

"And that's that," said Oswin as she concluded her tale. The five ponies stood in silence as they allowed the events detailed in Oswin's story to sink in.

"That's...insane," Trixie said in shock.

Oswin cocked her head in agreement as she worked on another set of wires in the jet bus's dashboard. "That's fair to say."

Opal and Monty turned towards each other. "It appears these Cybermen are much more powerful than the ones we've faced in the past," Opal commented.

"Ah, don't forget. The Cybermen we've faced did some pretty terrible things too," Monty added.

"True...but none of them had a dark version of the Doctor as their leader."

"Fair point."

Trixie took a few steps towards Oswin. "So, if what you say is true, there's really no place in Equestria that's safe," she said.

"Oh, I wouldn't say that," Oswin replied. "Did you already forget about the jet bus we're inside and how it ended up here?"

"Yes. That rift generator thing you talked about."

"I'm pretty sure the Princess Luna from my universe was smart enough to not just teleport us over here without any extra protection or defense." Just then, Oswin crossed a final pair of wires and the vehicle roared to life. "Ah! There you are! Awake and ready to go! Just how I like it!" Oswin closed the dashboard and hopped into the driver's seat.

"So where are you taking us?" Opal asked.

"Manehattan," Oswin replied. "That's where our last base was. If that doesn't work then we can always try my hometown and use the old base there, in the case that it's popped up."

"And where's that?"

"Trottingham."

"I knew it! Only somepony from Trottingham could have an accent like that!" Monty concluded.

"Don't forget about England," Opal chuckled.

"Oh yeah."

Suddenly, both Francis's and Julianna's ears twitched. "Something's coming!" the siblings said simultaneously.

"What is?!" Monty asked.

"What do you think?" Oswin asked in reply as she grabbed the controls. At that moment, one of the walls of the warehouse burst open and a cluster of Cybermen stormed in. Bright light filled the previously pitch black chamber and Trixie diminished her lit horn in response. "I suggest that you all hang on. It's going to be a bumpy ride!"

Oswin slammed her foot down on the accelerator pedal and the vehicle shot forward while simultaneously lifting itself into the air. Some of the Cybermen remained on the ground and aimed their weaponized arms at the bus while some took to the air with help from rockets in their feet.

"THEY CAN _FLY_ NOW?!" asked a shocked Opal and Monty.

"Oh they can do a whole lot more than that. Hang on!" Oswin replied as she made the flying bus enter a sharp turn. The right wing grazed the side of the warehouse as the vehicle turned and was aimed at the new, large hole in the wall. "Here!" Oswin reached for her belt, grabbed a metal disk, and tossed it at Monty. "Take this!"

Monty caught the disk and examined it. "What is it?" he asked.

"Your weapon."

Suddenly, the disk folded out into a full-fledged futuristic gun. "Holy Sunbutt!"

"Montague!" Opal snapped. "Not in front of the kids!" Francis and Julianna snickered a bit.

"Get ready!" Oswin warned.

Trixie looked forward and gasped as three flying Cybermen grabbed onto the front of the bus. They flexed their arms back and punched the windshield with frightening strength. The glass didn't break but it did shatter a bit. Trixie grabbed onto a nearby seat as Oswin dipped the vehicle into a sharp descent, which was followed by a hard ascent. One of the Cybermen slipped off while the other two remained clinging to the bus's exterior.

Suddenly, one of the Cybermen punched a small hole through the windshield with its fist and began to swing its arm around in an attempt to grab Oswin.

"Monty!" Oswin called.

"On it!" said Monty as he stood up and aimed the gun.

"Honey, please be careful with that!" said Opal.

"Opal, I'm a clown. I've used many water guns in my life and have fired lots of things at lots of creatures. These Cybermen won't know what hit them!" The stallion aimed the gun at the attacking Cyberman arm and fired. The arm vaporized instantly and the injured Cyberman tumbled off the front of the bus. Now only one remained clinging to the far left side of the bus's front. Monty groaned. "I don't think I can aim at that one!"

"Don't worry! _I'll_ take care of this!" said Trixie as she leaned forward. The blue unicorn focused on the Cyberman. Her horn began to emanate a bright, blue light. Then, suddenly, a stream of blue fireworks emanated from her horn, zoomed through the hole in the windshield, and smashed into the Cyberman. The Cyberman let out a robotic screech as it fell to the warehouse floor far below.

"Nice!" Oswin complimented.

Trixie gave a smug look and brushed her front. "It was no difficult feat for the Great and Powerful TRIXIE!" The unicorn then let out a burst of excited laughter.

Oswin aimed the bus at the hole in the warehouse wall and flew forward. "Here we go! Manehattan, here we come!" Oswin stepped hard on the accelerator as the jet bus flew through the threshold and aimed up towards the wintry skies of Equestria.

_**Canterlot Castle, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Princess Celestia and the two Princess Lunas stood in solemn silence as they sent the last of the generals out. "That's all of them," said Celestia with a sigh. "Hopefully, we've got enough of the land covered and protected."

"Don't lower your defenses," Luna the human warned. "They always strike when you least expect it." She then looked away from the alicorn sisters and made her way over to a nearby window, which gave a wide view of Canterlot proper. The two sisters watched the human princess from afar, their minds tossing and turning with questions and insecurities.

"Sister, is it strange that I still find it odd to be in the presence of an alternate version of myself?" Luna whispered to Celestia.

Celestia chuckled and smiled at her little sister. "Not at all. I'd reckon anypony would feel the same," she replied. Her face them became serious and concerned. "However, I must admit that one particular detail is nagging at me; and I'm sure you know what it is."

Luna nodded. "Yes." She began to approach her dimensional double but was kindly stopped by Celestia.

"_I'll_ ask her," Celestia said. Luna sighed in agreement and stepped back. Celestia inhaled and exhaled slowly before approaching the human Princess Luna.

Luna the human was almost frozen in a trance as she looked out upon the invaded city before her. She had always thought about her memories of the first day: the day of Discord Whooves's arrival. But now, the memories had never been more vivid.

"Sister! The city is under attack!" she remembered herself screaming whilst looking out upon the carnage.

"No, the whole land is under attack," she remembered her elder sister stating in response. At that moment, three Cybermen had flown over to the castle. The sisters had then proceeded to enter their first battle with the Cybermen.

Luna the human clutched her throat. "And we never stopped fighting," she said as she reached into her shirt collar and pulled out a locket that had been hanging around her neck. It was gold in color aside from the surface of its front, which was a swirling mixture of white, yellow, dark blue, and silver.

"It's beautiful," said Celestia as she appeared at human Luna's side.

The Princess of the Night was a bit startled by the alicorn's appearance but hastily regained her composure. She returned her gaze to the locket. "Yes...it is," she replied.

"May I ask who gave it to you?"

Luna the human was silent for a moment. "My sister." She turned to face Celestia but quickly lowered her gaze after only a few seconds of meeting the Princess of the Sun eye-to-eye. "It is...one of the few belongings I have from before my banishment. My sister had it made for me following our defeat of the great sorcerer Discord. I...was still wearing it when I betrayed her; and it remained on me when I lost the final battle. Ironically, it was one of the few things that helped me keep my sanity throughout my time on the Moon. At the time, I thought it merely acted as a instigator of my anger and jealousy. My drive to return to Equestria and finish what I had started. But, now, I realize that it kept me sane because it reminded me of all the good times I shared with my sister."

Celestia figured this was a better time than any to ask the dreaded question. "Where is your sister now, if I may ask?"

Luna the human raised her head and looked Celestia dead in the face with dark, determined eyes. "She's missing but I'm going to find her. End of story."

Just then, there was a knock on the nearby door. "Hello? Your majesties?" echoed the voice of the Doctor from the other side.

Luna the alicorn used her magic to open the door. The Doctor entered and he was followed by Donna, Matilda, Colgate, and Clockwork. "What news do you bring, Doctor?" she asked.

"Eh...it's more of a request rather than news," he replied.

"And what sort of request is it?" Celestia asked as she and the human Luna approached them.

The Doctor cleared his throat and adjusted his tie. "We need access to a restricted part of the castle. It's a place where we believe we may find the secret to defeating Discord Whooves."

Celestia gave a rather intrigued expression. "So which place is it?"

"The Crystal Caverns."

_**Quinn Park, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Twilight felt as if she had been punched straight in the face while simultaneously having somepony tug hard on the root of her tail. She fell backwards and found herself landing in a mound of snow. Her eyes opened slowly to give her a view of a white, smoky sky decorated with swirling clouds and bordered by leafless tree limbs. A groan escaped her lips as she sat up to get a look at her new surroundings.

She was sitting in the center of a snowy park filled with various trees and dead shrubs. A frozen pond could be seen a few yards away. Members of her group were scattered about the immediate area. Her parents, Shining Armor, Cadance, Flash, and Cyberman Shining Armor were picking themselves up. Meanwhile, Twi lay unconscious in the snow.

"Twilight!" gasped Flash as he ran to Twi's side. Twilight followed suit and ran over to her human duplicate. Flash examined Twi for a few seconds before letting out a relieved sigh. "She'll be fine. Should only be out for a little bit."

"Teleportation can cause a lot of strain, counting on the distance," Twilight informed. "Believe me, I know." She looked over to Shining Armor and Cadance, who were slowly approaching. "Are you okay? What about Mom and Dad?"

"I think we're all okay. Not sure if the house will be though," Shining Armor replied. "How about...the _other_ you?"

"She should only be out for a little bit."

A look of recognition suddenly appeared on Shining's face. "Wait a second...isn't this Quinn Park?"

Twilight looked around. "Yeah...I think it is."

"We haven't been here in _years_!" Shining let out an amused chuckle. "We used to come here all the time when we were young."

Twilight giggled. "Yeah...I remember." _I also remember when Queen Chrysalis attacked you and I here but that's neither here nor there_, she thought.

"Sorry to interrupt your trip down memory lane but I suggest that we get out of here as quickly as possible," said Cyberman Shining Armor.

"Okay, I have to ask. What are these things attacking Canterlot, why are they attacking, and why is this one not attacking us?" Shining Armor asked.

"They're called Cybermen," Twilight replied. "They're attacking because...it's a long story; and the reason this one isn't attacking is because the person behind the suit was able to keep their emotions and conscience." Twilight froze. She wasn't sure if she should tell her brother that the good Cyberman was actually his alternate self.

Shining looked like he was about to ask more questions but Cyberman Shining quickly cut him off. "We can save the details for later. Right now, we should really get going," he said.

"He's right, more Cybermen could appear at any moment," said Flash as he stood up and held the unconscious Twi in his arms.

"It's not just that." Cyberman Shining looked straight at Twilight. "You're in real danger, Twilight."

"I know that. We're all in danger."

Cyberman Shining shook his head as he approached her. "No. I mean _you_ are in danger. Your friends too."

Twilight gulped. "Why?"

"When we were in your parents' house, I received an order. Due to me being a Cyberman, I'm sometimes able to hear the orders that are sent out to the rest, though I tend to receive them a little while after the initial sending of the order. Usually, they're only the more important ones. The order I received in the house was to find the representatives of the Elements of Harmony in this world and capture them."

Twilight was silent for a moment. "That means my friends are in even greater danger than how I first thought!"

"Yes, and it also means that _you _are in greater danger."

"What does Discord Whooves want with them?" Flash asked. "Where does he want them brought?"

"I don't know. The order I got was a bit scrambled so I may have missed parts of it," Cyberman Shining replied.

"I guess that settles it then," said Shining Armor as he approached Twilight. "I need to get you, Cadance, Mom, and Dad out of the city."

"What about you?" Cadance asked.

"I'm the Captain of the Royal Guard! I need to stay with my soldiers."

Twilight was silent for a moment. "I understand," she said with a nearly emotionless tone. "But how are we to get out of the city? The Cybermen are everywhere."

"Me and my fellow soldiers were ordered to help get as many civilians to safety as we could manage," Flash replied. "I have no doubt that some of our vehicles were brought over as well."

"Hold on a second," said Night Light. "What's that over there?"

Twilight followed her father's gaze over towards a cluster of trees. Through the leafless limbs, she could make out a small crowd of ponies huddling around a large, metallic object. "Let's go find out," she suggested as she started to walk in the direction of the crowd.

Shining, Cyberman Shining, Flash holding Twi, Cadance, Night Light, and Twilight Velvet all kept close to Twilight as they made their way past the cluster of trees. Once on the other side, Flash let out a relieved laugh. "And there you go!" he exclaimed. "A jet bus!"

The entrance doors to the jet bus were open and ponies were being led inside by a fair-skinned woman with orange hair; light green eyes, and orange camo clothing. "Come on! Everyone inside! Move it, move it, move it!" she barked. The woman quickly noticed the approached group and waved. "HI FLASH!"

"Carrot Top," Flash replied with a nod.

She proceeded to give an impressed smile. "It looks like you found some ponies of your own to save."

"And it looks like you have as well. Would you happen to have room on that jet bus for a few more ponies? Twilight will be fine and we've still got some work to do here."

"I think I can squeeze in a few more ponies." Carrot Top looked at the ponies before her and grinned. "Move those flanks! The Cybermen could show up at any second!"

"Right," said Shining with a nod. The white unicorn turned around to face his sister, parents, and wife. "This is where we part ways for now. I love all of you but I have a job to do and I promise that we'll all be together again after this is all over." Cadance and Velvet began to tear up as they leaned in to hug Shining. Night Light followed suit.

"I...couldn't have said it better myself, Shining," Twilight sighed.

"What's that supposed to mean?" Shining asked as the hug broke apart.

"What you just said applies to me."

Shining's eyes widened. "Twilight-"

"You're not staying, Shining, and I'm not going. You need to go with Cadance, Mom, and Dad. I want you all to be safe. I have a job to do here and friends to help. I love all of you and I swear that we will be together again once this has come to an end."

"Now hang on just a minute! That's _not_ what's happening, Twilight!"

"It's what needs to happen, Shining."

"These things are after you! You're in danger!"

"In case you haven't noticed, there have been _many_ times where I've been in danger and I've survived them all! I faced Nightmare Moon! I fought against Discord! I saw through Chrysalis's disguise at your wedding! I've traveled to the past, the future, and everything in-between! As long as I have friends and family to fight for, I can overcome anything!"

"She's got a point, Shining," Cadance said suddenly.

"Yes. Your sister's quite a strong mare," Night Light commented.

"But," Shining stammered as he looked at his little sister. "I can't leave you here with those things hunting you!"

"She won't be alone," said Flash.

"We'll make sure nothing happens to her," said Cyberman Shining.

Twilight stepped towards Shining and pulled him into a hug. "You need to protect Cadance, Mom, Dad, and anypony else who needs your help. I need to help the Doctor protect all of Equestria," she said before stepping back. "And we'll both get through this and be absolutely amazing. Right, BBBFF?"

Shining gave a sad smile and nodded. "Right...Twiley." Twilight and Shining had one last hug before breaking apart.

"All aboard who's coming aboard!" shouted Carrot Top.

"I guess that's our cue," said Velvet. "Be careful, Twilight. Be safe."

"I'll try to stay as safe as I can," Twilight chuckled.

"You better come and find us as soon as this is all over," said Night Light. "You hear me?"

Twilight nodded. "I hear you, Dad."

Cadance walked over to Twilight and hugged her. "I'll keep an eye on Shining," she whispered.

"I know you will," Twilight whispered back. The sisters-in-law then stepped apart.

"I love you, Twiley," said Shining as he began to board the jet bus.

"Love you too, BBBFF," Twilight responded as her eyes began to tear up.

Shining, Cadance, Night Light, and Velvet proceeded to board the jet bus. Carrot Top winked at Flash before boarding the vehicle and locking the doors behind her.

Twilight, Flash, and Cyberman Shining proceeded to step back and watch as the jet bus roared to life and levitated into the sky. Twilight could see the faces of her family looking down at her from the windows. She smiled back at them and waved. A few seconds later, the jet bus zoomed off into the sky.

Barely a second after the bus left, Twi began to awaken in Flash's arms. "Did we make it? Did I miss anything?" she asked as she awoke.

"Just some goodbyes," chuckled Cyberman Shining.

Flash let Twi down. She regained her balance and stretched her arms high up into the air. Once she was done stretching, she took notice of her solemn, unicorn counterpart. "Twilight...is something wrong?" she asked.

Twilight shook her head. "No. My family's safe now. I'm happy," she replied before turning around towards her three companions. "Now let's go back to the castle. We need to speak with the Doctor and the Princesses. They need to know that Discord Whooves is looking for me and my friends."

"He's what?!"

"We'll fill you in on the way," said Flash as he wrapped an arm around her, which caused her to blush a bit.

"Okay. Let's go then!" she said. As they began to make their way back to the castle, Twi started to take in her surroundings. "Wait a minute...this is Quinn Park!" She looked at Cyberman Shining. "We used to come here all the time as kids. Do you remember?"

Cyberman Shining was silent for a couple seconds. "Yes," he eventually replied. "I remember."

_**Canterlot Castle, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

"Now are you sure about this?" the Doctor asked Donna as they followed the three Princesses, Matilda, Colgate, and Clockwork down the hallway.

"It's the only lead we've got," Donna replied. "_The Truth lies with the guilty below_. The Crystal Chambers are beneath Canterlot. Twilight, Spike, and I got transported into the Crystal Caverns back in the other Equestria and I remember there being a lot of crazy stuff down there."

"Like what?"

"Cyber-gorillas, a vat of blue fire, a scream alarm, Dalek corpses, shall I go on?"

"Sounds like an interesting place."

"Yeah. Interesting all right. But who knows what else could have been down there? And, so far, it looks like Discord Whooves has transported all of his armies and all of his stuff to this dimension with the rift generator."

"Yes. It appears so."

"Well?! Maybe some of the stuff in the other Crystal Caverns came over here!"

"It's possible; and it's a lead at the very least. That's better than having nothing."

The group came to a stop in front of a large, wooden door. "This is it," said Celestia. "The entrance to the Crystal Caverns."

"Are you sure you wish to go down there?" Luna the alicorn asked.

"Yes," the Doctor replied. "There's a chance that we may find something of use down there. I'm willing to take that chance."

"Don't forget about the rest of us, sweetie," cooed Matilda as she nudged Colgate and Clockwork.

"Of course. I could _never_ forget about any of you. Verity, was it?" Matilda raised an eyebrow and the Doctor winked at her.

"Do you wish for any of us to accompany you?" asked Luna the alicorn.

"I don't believe that's necessary, your majesty. I wouldn't want to take any of you away from your watch over the city and your armies," the Doctor replied.

"Still, take this," said Luna the human as she reached into one of her pockets. She pulled out a small earpiece of sorts and tossed it to the Doctor. The Doctor caught it and hastily applied it to one of his ears. Luna, meanwhile, took a similar earpiece and applied it to one of her own ears. "Now we can communicate if we wish to."

"Excellent! Just don't drop yours through the open door of an inter-dimensional ship."

"I'll...try my best to avoid a situation like that."

"Fantastic!"

"Are you ready?" asked Celestia.

"As ready as we'll ever be, I suppose," Donna replied as she placed her hands into her pockets. Celestia proceeded to use her magic to open the door to the Crystal Caverns. A chilly gust of wind blew out from the land within. The Doctor, Donna, Matilda, Colgate, and Clockwork nodded silently to each other and then proceeded to pass through the threshold.

_**Ponyville Hospital, Ponyville, Equestria, Gaia, Winter, 1002 C.E.**_

Derpy stared across the hospital room, caught in a dreary trance. Her thoughts kept transitioning between focusing on the injured Rainbow Dash in the bed before her, to the Cybermen attacking outside, to the human soldiers and allies running about the hospital and the town beyond in an attempt to help those in need, to the rest of her friends sitting in the hospital room in an uncomfortable silence.

"Derpy?" asked Spike, who was sitting next to her.

Derpy shook her head a bit and turned to look at the dragon. "Yes, Spike?" she asked in reply.

"I was just making sure that you were alright. You looked like you were sleeping with your eyes open or something."

"I've gotten that before."

"Really?"

Derpy's eyes proceeded to invert. "Yeah."

Spike clasped Derpy's left forehoof with his right claw and held it tightly. "I'm really worried about Fluttershy."

"Me too, Spike. Everypony here is."

"We've both seen what the Cybermen have done to the humans in that other Equestria. What if-"

"Let's not think about that. We're all going to get through this. I believe that we and the Doctor will find a way."

Spike gulped. "I wonder what's happening back in Canterlot. Do you think Twilight and the others are okay?"

Derpy smiled. "Yes. I believe so. Twilight's a very smart, brave mare. She and the Doctor make a good team. They're...really good together."

Spike blew raspberries and slid down in his chair a bit. "Let me guess. You like him too, don't you?"

Derpy's ears stood up. "What?"

"The Doctor. You like him, right?"

"Well of course I like him. He's a great stallion and a loyal friend."

Spike raised an eyebrow. "You know what I mean. I have a knack for sensing stuff like this."

It was Derpy's turn to raise an eyebrow. "Really?"

"Think about it. Only somepony who has experience with unrequited love can identify somepony else going through the same thing." Spike glanced over in Rarity's direction and sighed. "On the bright side, that's just something else for me to relate with Twilight about." Spike chuckled. "She likes him too. She'll never openly admit it but I can tell that she has feelings for him."

Derpy sighed and rubbed the back of her neck. "It feels like it happened ages ago, but I remember that there was a moment where I asked Twilight if she loved the Doctor. She asked me the same thing in return."

"What did you two say?"

"Neither of us had the opportunity to answer. But now, when I look back on that moment, I think _love_ may have been a strong way of saying it. I respect the Doctor and consider him to be a very valuable friend. I'm certain that Twilight feels the same way. But...I think a lot of my feelings for him come mostly from admiration. I mean, I'm not head over hooves for him and I don't get butterflies in my stomach when I talk to him. Mostly, I just find myself in awe of him. I see this brave stallion standing up against impossible odds and doing everything in his power to protect those closest to him. A stallion who brings out the best in others and encourages them to fight back. He's just wonderful."

"Do you think Twilight's the same way?"

"I can't speak for Twilight, Spike. But I _can_ say that, whatever the case may, she probably feels a sense of awe about him as well."

Spike looked over at Rarity. "Do...do you think it could ever work out with me and Rarity?"

Derpy giggled. "Spike, I've only _traveled_ to the future. I can't _predict_ it."

Spike blushed. "Right."

Derpy proceeded to pat the dragon's head. "But who knows? A lot of seemingly impossible things have been happening since the Doctor crashed into our lives. Who's to say a dragon can't woo the heart of a unicorn?"

Spike smiled at Derpy and hugged her. "Thanks, Derpy."

"Don't mention it, Spike."

Across the room, Applejack was caught in her own train of thought. Her eyes were wide with worry and her mane was slightly strewn. "Applejack, darling, calm yourself," Rarity suggested from beside her.

Applejack took notice of her friend's words and nodded. "Sorry. I'm just thinking about Fluttershy," she said before glancing at the nearby window, which gave them a wide view of Ponyville. "And other things."

Rarity sighed. She already felt that she knew what else was inflicting the farmmare with worry. "I'm sure they're just fine, Applejack. Apple Bloom is a smart filly, Big Macintosh is a strong stallion, and Granny Smith is quite capable for somepony of her age."

"I know all that...but I still can't help but think about them. I haven't seen them at all since these Cybermen started showing up."

"I'm worried too, you know." Rarity and Applejack faced each other. "My parents and Sweetie Belle are out there somewhere. Or maybe they're somewhere in the hospital and I just don't know it. I can't say. But I have hope that they are safe." Applejack lowered her head a bit and fell silent. Rarity suddenly gave a small smile and lifted Applejack's head. "How about we make a deal, Applejack?"

"A deal?"

"Yes. _I_ hope that _your_ family will be safe while _you_ hope that _my_ family will be safe. If either of us starts to lose hope, the other gives them a little boost of encouragement; like what I'm doing right now."

Applejack smiled at Rarity. "I'm glad that I have you as a friend, Rarity."

"I'm glad to have you as a friend too, Applejack."

Pinkie Pie stared out through the window at what lay outside. A blue, futuristic force field of sorts surrounded the hospital. It had been set up by the human soldiers who had come to Equestria's aid. For now, it seemed that the shield was successful in its task of keeping the Cybermen away from the hospital. However, how long the defenses held was a mystery.

"Pinkie Pie, you've been staring out that window for ages," said Rainbow Dash.

Pinkie Pie turned away from the window and approached the side of Rainbow's bed. "Sorry," she said. "I've just been thinking about Fluttershy."

"It wasn't your fault. If anypony's to blame here, it's me. I wasn't fast enough."

"Now don't you go saying things like that now," said Daring as she approached the side of Rainbow's bed opposite to Pinkie. "You _were_ fast enough. The Cyberman just caught you off guard with that punch." Rainbow groaned as she flexed her injured wing. "How's the wing?"

"Hurts," Rainbow replied.

"I'd be surprised if it didn't. It's been a long time since I last broke a wing but I can remember how much pain it brought me."

"I remember that. It was during your quest for the Sapphire Stone."

"Another one of my books, right?"

Rainbow nodded. "It's my favorite. It was the book that introduced me to your series."

Daring chuckled. "_My_ series. I've seen some crazy stuff in these past few days. Alternate realities, doubles, dimensional rifts. Yet, the fact of me being a character from a book series in this world still makes me feel strange." Daring reached a hoof forward and patted Rainbow's shoulder. "But with fans like you, it makes the whole thing sink in a bit better."

Rainbow smiled. "Thank you. You have no idea how much it means to me to hear something like that from you."

Daring smiled back. "And, hey, at least you're not a crazy psychopath like the other Rainbow Dash I met."

Rainbow's eyes went wide. "Wait..._what_?!"

"You've met Wob Niar?!" Pinkie Pie asked suddenly.

Daring awkwardly rubbed the back of her neck and stammered, "Uh..."

"Anypony in the mood for some tea?" asked a cheerful voice. Everypony in the room turned to the doorway to see a fair-skinned, human nurse standing in front of the closed door. She was holding a metal tray in her hands. On the tray was a tea kettle along with seven empty tea cups.

Daring couldn't help but feel a bit creeped out by the nurse; and the fact that she had passed through the door and entered the room without making a sound was only one of several uncomfortable aspects. Everything above her nose was concealed by an abnormally large nurse's hat and not one strand of her hair could be seen.

"Now that you mention it, some tea _does_ sound nice," Rarity replied.

"Great! Seven cups of tea coming up!" exclaimed the nurse with a mysteriously high voice. She placed the tray down on a nearby counter and proceeded to pour the tea out of the kettle and into each of the seven cups. Once the tea was poured, the nurse began to give out the tea to the seven inhabitants of the room. She first took care of Derpy and Spike, then Rarity and Applejack, and finally Rainbow Dash and Pinkie Pie.

Daring was the last one in the room to receive her cup. "Thank you," she said with a look of suspicion as she took the cup in her hooves. "You know, it's pretty lucky that you had _exactly_ the right number of cups for everypony here."

"I know!" giggled the nurse. "Gotta love the little things in life, right?"

Daring continued to eye the nurse intensely. The nurse turned around and slowly made her way towards the doorway. Daring looked down at the liquid within the cup in her hooves and brought it up to her face. Instead of consuming the beverage, she took a quick sniff. At first, she only smelled tea. But then her trained sense of smell picked up another odor. It was faint and incredibly easy to overlook. But it was there: an almost spicy scent that made the hairs around the nose curl up in fear.

It took a second or two but Daring managed to hastily identify the scent. She had smelled it before in her past travels. It was the scent of a special plant located on the borders of many jungles throughout Gaia. It was a plant laced with a natural toxin that could kill insects and make animals sick for days on end. For ponies and other higher-up species, it had a less fatal effect but an effective one nonetheless. If the leaves of the plant were ground into a liquid, they could be used as...a sleeping tonic.

"STOP! NOPONY DRINK THE TEA!" Daring shouted. Unfortunately, her shouts fell on death ears. Everypony else in the room aside from herself and the nurse had consumed the tea. Now, barely ten seconds later, they were all caught in a deep slumber. Daring threw her tea cup at the nurse, but she dodged with a simple lean. "WHO ARE YOU?!"

A cold, chilling laugh emanated from the nurse's lips. "Come on, Daring Do. Don't tell me you've forgotten me _already_!" cackled the nurse in her natural voice.

Daring froze as the voice bounced off her eardrums. "No." Daring pulled out her whip and charged at the nurse. "STAY AWAY FROM THEM!" Daring swung her whip but was caught off guard as the nurse jumped high into the air, grabbed her whip, and yanked it out of her grasp. Daring barely had time to react as the nurse came down in front of her and a sharp pain rung out from the center of her chest. The adventurer looked in shock as a massive butcher knife was driven deep into her body.

She could feel herself starting to go into shock. Every part of her was twitching or vibrating in one way or another. Her eyes widened as she looked up at the face of her attacker. The nurse's hat had fallen off, which allowed her long, pink hair to dangle freely from her scalp.

Pinkie Pie the human laughed coldly as she stared down at the stabbed pegasus in front of her. "Don't worry. I promise to take very good care of them," she giggled before pushing Daring back onto the floor, leaving the knife drilled into her.

Daring tried to react but found that she couldn't. She was too far into shock to do anything. All she could do was watch as the human Pinkie Pie gathered up the five mares and the dragon. "No," she managed to utter. "Leave them alone."

"I'm sorry, Daring Do. I would have brought you along to be a witness like Spike and...whoever the gray pegasus is but you didn't drink your tea. I hope you understand. Stabbing you was the only alternative." Pinkie rolled back the sleeve on her right arm to reveal a teleportation device of sorts wrapped around her wrist. "Well, time to head out. Mr. Whooves has _big_ plans for the Elements of Harmony." She clapped her hands and jumped up and down a bit. "I can't wait! It's going to be AWESOME! And then we'll celebrate with my famous batch of cupcakes! Isn't that great?!"

"You'll...be...stopped. You...won't...hurt...them."

Pinkie blew raspberries and waved her hand with an annoyed glare. "Aw, you're no fun. Buzzkill!" Pinkie started adjusting the device on her wrist. "Well, time to go now. Sweet dreams, Daring Do!"

Daring suddenly pushed all of her remaining strength into her vocal cords. "STOOOOOOOP!" As she screamed that single word, Pinkie Pie the human vanished with her sleeping captives.

The last thing Daring saw before losing consciousness was a group of pony nurses bursting through the door and running to her aid.


	5. Nightmare in Crystal

Chapter 4: Nightmare in Crystal

_**Crystal Caverns, Beneath Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

The Doctor remained in silent thought as he and his companions descended into the depths of the ancient caverns. At first, there was only a single passageway to walk down. The walls and ceiling were curved and magical torches hung from the walls at ten foot intervals. The air had a stagnant smell to it and the only sounds that could be heard were their hooves moving along the rock floor.

As the group moved along, they noticed that the walls started sparkling. It quickly became apparent that shards of crystal were poking out of the rock walls; and the sizes of the shards grew larger and larger as they went along.

"Well they certainly didn't call these the Crystal Caverns for nothing," Colgate commented.

"You've got that right," said Donna as she examined her reflection in a protruding crystal.

"I think I see something ahead!" Clockwork exclaimed as he pointed forward. Everypony followed his gaze forward towards a bright blue circle of light several yards away.

"Oh! Big blue lights!" said the Doctor. "I _love_ big blue lights!"

"Why?" Donna asked.

"I don't know. Just do. Do I _have_ to have a reason for liking something?"

"A reason would be nice, yeah."

"I'd hate to interrupt but is now _really_ the best time to get into a discussion about this?" Colgate asked.

"She's right," said the Doctor. "We can save this for later once we've saved the world and are snacking on tea crumpets."

"Don't you mean tea _and_ crumpets?" Donna asked.

The Doctor shook his head. "No. Tea crumpets. They're absolutely smashing!" The Doctor continued to walk forward towards the light. "Ooh! Smashing! Nice word. Should use it more often! Smashing day, govna!"

"You're thinking out loud again, Doctor," said Matilda.

"Am I? Didn't notice. So many things to talk and think about that it's hard to keep track."

The group proceeded into the light, only to find themselves entering a massive, cylindrical cavern that seemed to stretch down for miles. A seemingly endless amount of cave openings could be seen in the walls and various rock bridges spanned across the gap at different levels of the cavern. At the very bottom of the cavern, a bright pit of blue fire, which was responsible for lighting up the entire cavern, could be seen.

"Interesting," said the Doctor as he examined the fire pit from high above. He took a quick sniff and found the air to have a strange scent that constantly changed. At one moment it smelled like mixed berries while another moment it smelled like a wet dog.

"This is almost _exactly_ like the Crystal Caverns in the other Equestria," said Donna as she stared down at the pit.

Colgate looked around the cavern in awe. "There must be thousands of cave openings down here," she stated. "How do we pick the right one?"

"Perhaps the decision is already made for us," said the Doctor and Clockwork simultaneously before awkwardly staring at each other.

"Oh how I love twin moments," Matilda chuckled.

"Dimensional twins to be more specific but I suppose I can let that slide," the Doctor commented before staring back down the cavern. "As Clockwork and I just deduced, perhaps the simplest answer is the right one."

Matilda chuckled again. "Thank you, Occam's razor."

The Doctor twirled back towards the group and winked. "Indeed."

Donna looked over the edge. "So you're saying that the very bottom is the best place to start," she summarized.

"Correct," said the Doctor, Matilda, and Clockwork simultaneously.

Donna shook slightly. "Okay, can you stop doing that? It's starting to get a bit creepy."

The Doctor, Matilda, and Clockwork shared a devious grin before saying, "Absolutely, Donna!"

Donna facepalmed and shook her head in response.

"There's just one problem," said Colgate. "Look at how far down it is! It could take us hours to navigate our way down this cavern!"

"Oh, what _would_ you all do without me?" teased Matilda as she reached into her purse.

Colgate smirked. "Of course. How could I have forgotten about your purse of a million things?"

Matilda finished rummaging around the interior of her purse before pulling out what appeared to be a small, red, metal circle. Then, without warning, she tossed it over the side of the walkway.

The group stood in silence as Matilda remained still, waiting for a particular event. Only a few seconds after her tossing the strange circle, a small beam of white light shot up through the cavern and vanished in front of the group. "Ah! There we go!" she exclaimed before turning back towards the others. "It's ready. Now all you have to do is jump."

Colgate gave a dumbfounded expression. "Jump? Really?" she asked.

Matilda nodded. "Really."

"But that's got to be at least-"

"Just trust me. I'm a professional, as you may have guessed."

"Yep. Professionally insane," the Doctor teased.

"Please, Doctor," Matilda giggled as she stepped back. "Like I'm the first insane pony or person you've known." She then leaned back and let herself fall off the edge.

"Great," sighed Clockwork before turning to the Doctor. "We've got to jump after her, don't we?"

"You don't _have_ to do anything. But that wouldn't be any fun, now would it?" the Doctor asked in reply.

"Fun isn't really one of my top priorities right now," said Colgate before stepping forward. "But I trust Matilda." Colgate then took a deep breath and lunged herself off the edge. In a state of shock, Clockwork followed right after her.

"I suppose it's just you and me left, Donna," the Doctor chuckled.

"Looks like it," Donna replied.

The Doctor extended a hoof. "Ready for a leap of faith?"

"Yeah. I just wish it weren't a _literal_ leap."

The Doctor laughed as he took Donna's hand. The two friends froze for a second or two before running forward and following the others over the edge.

_**Above the Everfree Forest, Equestria, Gaia, Winter, 1002 C.E.**_

Opal peered out the window she was sitting next to as Oswin flew the jet bus over the lush, snow-covered canopy of the Everfree Forest. The mare couldn't help but shake as she stared down at the twisted limbs and leaves, which all looked as if they were reaching up towards them.

"Mom?" Francis asked suddenly.

Opal snapped out of her trance and turned to her son. "Yes, honey? What is it?" she asked in response.

"Are you okay? You look scared."

The question took Opal by surprise. She didn't know her nervous state had been that noticeable.

"She's not scared, son. Just a bit shaken," Monty replied. He winked at Opal just before Francis turned towards him. "I think we're all a bit shaken right now. I certainly am."

"The lights going off shake _you_ up, Dad," Julianna stated.

Monty gave a defensive look. "Well _excuse_ me for being a little startled by the lights going out while I'm washing my mane in the shower!"

Francis and Julianna pressed their hooves against their mouths and snickered. Opal and Monty stared each other straight in the eyes as Opal proceeded to mouth, "Thank you," at him.

Meanwhile, Trixie was standing up at the front of the bus, a couple feet away from Oswin. She looked off towards the distant boundaries of the Everfree Forest and sighed.

"Got something on your mind?" Oswin asked unexpectedly.

Trixie gave Oswin a deadpan expression. "I think it's obvious that I have a few things on my mind right now," she replied.

"True. But I can see that you're focusing on something else right now aside from the Cybermen."

The performer chuckled and leaned forward against the dashboard. "Ponyville. I was thinking about Ponyville. It's off in that direction."

"I see." Oswin paused awkwardly for a few seconds as she temporarily gave the expression of deep thought. "Is that where you're from?"

Trixie shook her head. "No. I just did some things I'm not proud of in that town and I want to make it up to them. If you're wondering about where I'm from...I don't know that answer."

"And why's that?"

Trixie sighed. "I've been traveling around Equestria my entire life. Ever since the day I was born. My father took me everywhere and taught me all the tricks about being a good performer. Sadly...I can't say I've lived up to his expectations yet; but, hopefully, I'll meet them one day."

"So where's your dad now?" Oswin noticed an expression of deep sadness appear on Trixie's face and she turned away from Trixie to look forward. "I'm sorry."

"It was a few years ago," Trixie explained. "He was doing a trick with a manticore...and everything went wrong."

Oswin and Trixie fell silent for another moment. "What about your mum?" Oswin asked.

"Never knew her. Left my dad not too long after I was born."

"The..." Oswin hesitated for a couple seconds. "The Trixie I knew didn't know her mum either."

Trixie froze as she turned to stare at Oswin. "What do you mean by that?"

Oswin sighed. "Like I explained earlier, the Equestria I'm from is an alternate version of yours. Everyone you know here has a dimensional duplicate over in mine. I knew my world's version of you...and she was one of my closest friends."

Trixie fell quiet again to let Oswin's statement sink in. "Why didn't you say anything earlier?"

"Before I learned your name, I didn't fully recognize you as an alternate version of my friend. I noticed the similarities but pushed them aside to continue with my mission. Then I learned your name and...I first decided to not let you know because I didn't want things to get awkward."

"Like they are right now?"

"...Yeah."

"But why tell me now?"

Oswin laughed. "Honestly, I have no idea. It just felt right to let you know." Oswin's face became somber. "I know you're not technically her and could never replace her but...it just feels right to talk to you."

Trixie cleared her throat. "So...did your Trixie have a similar life to mine?"

"_Very_ similar. There are a few differences here and there...like how her father died in comparison to yours."

"...What happened to _her_ dad?"

"He was hit by a bus."

"...Oh."

"My dad let her move in with us and she became a part of the family. She had been through enough hardship in her life and I promised her that I would always be there for her when she needed me. And the _one time_ I wasn't there for her...was the day the Cybermen attacked."

Trixie watched a single tear roll down Oswin's face. "Oswin...I'm sorry," she said.

Oswin wiped the tear away and faced Trixie with a confident smile. "I'm not going to let the same thing happen to you or your world. I promise you that, Trixie; and, this time, I'm going to keep it," she stated.

Suddenly, a loud buzzing sound started emanating from the jet bus's radio. "Gah! What's that noise?!" shrieked Julianna.

"I think somepony's trying to call us!" Monty guessed.

"I think you're right," said Oswin as she adjusted the radio's controls while simultaneously continuing to fly the jet bus. "Hello? Hello? This is Oswin Oswald. Hello?"

"Ah! Hello! Finally made some contact! Excellent!" responded a female voice through the radio. "Oswin Oswald, was it?"

"Yes! Who are you?"

"I'm-" The radio began to give more static and an annoyed groan could be heard. "This connection's bad! We don't have a lot of time!"

"Who are you?! What do you want?!"

"Hi! We're looking for the Doctor!" stated a new female voice.

"The Doctor?!" asked Trixie, Opal, and Monty simultaneously.

"Wait a second," said Oswin as she mentally examined the new voice. She snapped her fingers just as she remembered where she had heard it before. "Derpy?! Is that you?!"

"N-" The second caller, who had what seemed to be Derpy's voice, tried to respond but static interrupted the connection once again. "-ow do you know Derpy?! Where's the Doctor?! We need to find the Doctor!"

"I think I'm getting something!" exclaimed the first voice suddenly. "Wait a moment...what is _that_?!"

"It's a-" More static emanated from the radio. "Hold on, J-" Once again, more static.

Oswin smacked the exterior of the radio and groaned. "What the hell is going on?!" she asked.

"Oswin! Look out!" Opal screamed suddenly as she pointed forward.

Oswin looked up to see a massive, black object hurtling towards the front of the jet bus. It looked like a large, deformed creature but she had no time to get a good look at it. She brought the vehicle into a sharp turn. This act managed to prevent the creature from smashing straight into the front of the bus; however, the creature still managed to collide with the bus's left wing and caused it to break off. Oswin gripped the controls as the crippled jet bus started spiraling down towards the forest below. "HANG ON!" she shouted.

"MOM! DAD!" cried Francis and Julianna simultaneously as they hugged their parents. Trixie, meanwhile, reached over to Oswin and held onto her.

"What's going on?!" asked the static-induced first voice on the radio as the bus continued to plummet. "Oswin?! Are you still there?! Oswin?!"

Oswin closed her eyes tight and held onto Trixie as the jet bus smashed into the canopy.

_**Crystal Caverns, Beneath Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Donna could feel the air rushing past her as she fell through the cylindrical, crystal-filled cavern. Her hair and clothes stretched behind her and flapped about while her grip on the Doctor's hoof tightened. She kept her eyes closed for most of the fall and didn't open them until she was merely a few feet from the bottom. She gasped as she saw the floor rushing towards her like a bullet.

Just before she touched the ground, a red light pulsated around her and brought her to a sudden halt. Time seemed to warp around her in order to give her body time to adjust to the sudden stop. She looked to see that the same process was happening to the Doctor and the others. After a few seconds, the red light vanished and everypony dropped to the ground.

Matilda was the first to stand up. She clapped her hooves and the red circle she had tossed levitated up in the air and flew over to her. With a swift movement, she caught the circle and tossed it back into her purse. She looked at the shaken faces of the others and giggled. "Impact Shield Generator. Just a little something I picked up during my travels," she said.

"Really?" asked Colgate as she stood up. "What _don't_ you have in that purse of yours?"

"A zoo." Suddenly, the sound of an elephant trumpet echoed from deep within the purse. Matilda peered inside and smiled. "Russell?! Oh, dearie, did you sneak into my purse _again_?! Must have been sleeping this whole time, I suppose. Just go back to sleep and I'll get you out once I've taken care of some things. Sound good?" She was greeted with another trumpet sound. She nodded, closed the purse, and turned back to the others, who were all staring at her with deadpan expressions and raised eyebrows. "What? I said nothing about not having a pet."

The Doctor turned his attention to the large pit of blue fire situated a few feet away. Despite being so close to the flames, the Doctor felt next to no heat. If anything, he actually felt a bit colder. He watched as the flames danced about in a never-ending display of lively light. His gaze glossed over the flames as if they were recording every detail like a video camera. "And...bingo," he said in a hushed tone as his eyes focused on a nearby tunnel entrance: the only one on the level they were on.

"Just keep going down then?" Colgate asked as she approached the Doctor's side.

"You got it," the Doctor replied before walking towards the tunnel entrance. Colgate, Donna, Matilda, and Clockwork followed close behind.

"I hope we find something soon," Clockwork stated to Donna. "I don't want to stay down here longer than we have to. Something just doesn't feel right."

Donna rubbed her arms and looked around the vast cavern. "Yeah. I agree with you on that one," she said with a slight shiver.

The tunnel they entered was barely any different from the tunnel they had passed through up above. The biggest differences were the larger sizes of the crystals in the walls and the larger intervals of torch locations, which gave the tunnel a much darker look. Shadows crept along the walls and the scent of ash and rust filled the air. As the group moved along, the crystals starting becoming so large that there were now long stretches of rock completely covered in reflective crystal.

"Wait a second," said Colgate suddenly. The group came to a surprise stop in the center of a moderately-sized cavern filled with various tunnel entrances and large slabs of crystal. Colgate looked around anxiously. Her eyes were nearly as wide a dinner plates. "Does anypony else hear that?!"

"Hear what?" Clockwork asked as he too started to look around.

"Hoofsteps. There's lots of them! I think we're surrounded!" Colgate started to twitch and breath heavily.

"Colgate, calm down," said Matilda calmly as she grabbed Colgate's foreleg. "There's no hoofsteps in here aside from our own."

Colgate was starting to panic. She could hear them all around her now. Hoofsteps above her. Hoofsteps below her. Hoofsteps right next to her. She couldn't understand why nopony else could hear them. They were as clear as the others' voices. However, hearing things soon stopped being the only thing she had to worry about.

"Colgate! Calm down!" the Doctor said sternly. "There are no hoof-"

"OH MY CELESTIA! NO!" Colgate shrieked unexpectedly before pointing towards one of the tunnel entrances. Standing in the dark threshold, she could see a large group of Weeping Angels. Their faces were horribly contorted and their sharp claws were reaching forward in her direction. Leading the pack was a Weeping Pegasus she knew all too well. "YOU CAN'T BE HERE! IT'S IMPOSSIBLE! NO! NOOOO!" It was then that Colgate broke away from the group and ran off into one of the tunnels. "RUN! THEY'RE EVERYWHERE! DON'T BLINK!"

"Colgate!" the Doctor cried. He looked around the chamber with a confused look on his face in hope of finding the source of Colgate's fright. But, strangely, he saw nothing.

"I'll get her!" said Donna before sprinting after the unicorn.

"Can somepony explain to me what the hay just happened?" Clockwork asked.

Matilda began scratching her chin and randomly adjusting her hat. The Doctor raised an eyebrow at her. "Do you have something to say?" he asked.

"No...yes...perhaps...maybe...I'm not sure. I feel that I know the answer but I just can't think of it right now," Matilda replied.

"What?!" Clockwork asked suddenly as he turned around.

The Doctor looked at his dimensional twin. "Clockwork...what's wrong?" he asked.

"Crying." Clockwork gulped and started to shake before turning back to the Doctor and Matilda. "Somepony's crying."

* * *

Donna ran as fast as her legs could manage in order to keep up with the frightened Colgate. "Colgate! Stop!" Donna pleaded as the chase continued.

Colgate looked back. She could see the stone monsters pursuing her through the shadows. "GET AWAY! GET AWAY FROM ME!" she shouted.

"She's gone mental!" Donna breathed heavily as she continued to run. Colgate turned around a bend up ahead and Donna followed suit. However, once she came around the corner, Donna came to a sudden halt in response to what she saw. "What the hell?!"

Colgate was gone. She had completely and utterly vanished. No light. No sound. Nothing. She was just gone.

Donna looked around the shadowy tunnel in a vain attempt to locate the now mentally unstable unicorn mare. "Colgate? Where are you?" she asked. "Come on! We need to get back to the others!" Donna came to a stop in the center of the tunnel and placed her hands on her hips. "Great. This is just great."

"Mummy?" asked the voice of a child from behind Donna. Donna froze. She knew this wasn't Colgate nor was it any of the others. Had a sinister creature stumbled across her and was now using the voice of a child to give her a false sense of security? "Mummy?" Donna wasn't sure if she should turn back and face the potential beast or break into a run. "Mummy?" However, as Donna listened to the voice, she couldn't help but sense that it was familiar in some way. "Mummy?"

Donna couldn't take it anymore. "What is it?!" she snapped as she turned around. As her eyes fell on what stood before her, she felt the world around her crumble.

Standing in front of her was a pair of children: a boy and a girl. The boy had fair skin, brown hair, and was dressed in a green jacket and jeans. The girl had fair skin, sandy brown hair, and was dressed in a pink jacket and white pants. "Mummy, what's wrong?" asked the girl.

Donna started to back away. "No...it can't be. You can't be here. You never existed!" Donna snapped.

"But we _are_ here, Mummy!" stated the boy. "Me and Ella! And where's Daddy?"

"Stop it, Joshua! You two never...existed." Donna could feel warm tears running down her face. Her mind couldn't wrap around what was happening. The last time she had seen Joshua and Ella, they had turned out to be computer programs created to be her children while she was trapped in the Data Core of the Library. This was an event that occurred many millennia in the future back in her own dimension. "How can you be here? How can you be _here_?!"

Ella began to approach her with an extended hand. "Mummy. You're scaring me," she said.

"No! I don't know what you are! Just stay back!" Donna ordered through her tears. "Just stay back!"

Donna backed up a few steps but came to another stop when she heard deep breathing behind her. She slowly turned around and instantly let out a scream in response to what she saw.

Standing before Donna was a white space suit. The interior of the helmet was pitch black and all she could see inside was a vibrant human skull. The creature reached its arms forward and began approaching her. "Hey! Who turned out the lights?!" asked the creature in an eerie, terrifying voice that sent chills through Donna's body. "Hey! Who turned out the lights?!"

Donna turned away from the space suit monster and looked to see her data children approaching her in a similar fashion. Their arms were stretched out and their faces were flickering like television static. "Mummy! Mummy! Mummy! Mummy!" they called simultaneously.

Donna looked back and forth and quickly realized that she was trapped.

"Hey! Who turned out the lights?!"

"Mummy!"

"Hey! Who turned out the lights?!"

"Mummy!"

"Hey! Who turned out the lights?!"

"Mummy!"

Donna clasped her hands over her ears and knelt down on the ground. "DOCTOOOOORRRRR!" she shouted into oblivion.

* * *

Clockwork was curled up into a ball on the ground. All he could see was darkness, the distraught face of Bright Eyes, the pale face of Twilight Sparkle, and the smiling face of King Sombra.

"Why couldn't you protect us?" asked Bright Eyes and Twilight simultaneously. "Why couldn't you protect us?"

"Such a disgrace. You're pathetic," laughed Sombra.

"I'm sorry! I'm sorry! I'm sorry!" Clockwork cried through his hooves.

The Doctor and Matilda knelt down next to him in an attempt to console him. "Clockwork! It's not real! You've got to snap out of it!" said Matilda.

"I failed them! They're everywhere!"

"What the hell is happening?!" the Doctor snapped.

At that moment, Matilda looked around at the chamber surrounding them. She quickly focused on the glistening crystals in the walls and gasped. "That's it! How could I have forgotten?! Stupid, stupid, stupid!" she said in a hushed tone. She raised her voice as she turned back to the Doctor. "Doctor, it's the...Doctor?" The Doctor now had a glassy look in his eyes and was completely still. "Oh no. Not you too, Doctor!"

"No more. No more. No more," the Doctor mumbled as he stared out at the scene before him. The Doctor no longer saw himself within the Crystal Caverns. He was now in the middle of a burning city. Dalek troops rained down from the sky. Men, women, and children ran for safety. The Doctor especially focused on the children. Oh, the children. "There's no other way. It must all fall. No more. No more."

Matilda grabbed the Doctor's side and shook him. "Doctor! Snap out of it! It's the crystals! They've been enchanted! They're getting into your mind! You have to overcome them! You _can_ overcome them! You have friends who need you, Doctor!"

Sadly, Matilda's words fell on deaf ears. The Doctor was caught in a state of shock due to looking out at the land of destruction before him. His entire body felt rigid. He felt helpless as he watched a group of Daleks approach a family of Gallifreyans. He looked down to see a complex, metal box sitting at his hooves. "The Moment has come." He reached his hooves towards the red button on top of the box. "Great men are forged in fire. It is the privilege of lesser men to light the flame. Whatever the cost." The Doctor clutched the button. "_Whatever_ the cost."

Suddenly, the world around him began to ripple like a disturbed pond. A human hand suddenly came out of nowhere and clutched the Doctor's hooves. It was fair-skinned and feminine in nature. The Doctor turned to his guest. It was a woman. A woman he had seen before and yet did not know. She had vibrant, red hair and a young, fierce face. Her eyes, strangely, kept switching between sharp green and mysterious yellow. "It's time to wake up, Raggedy Man," she said with a smile. She had an incredibly noticeable Scottish accent.

"Who are you?" the Doctor asked. With a simple nod, the woman vanished as did the terrible vision. The Doctor let out a sigh of relief upon seeing himself back in the Crystal Caverns with Matilda by his side. He glanced over at her and smiled. "Sorry about that. Took an unexpected detour there."

"Please don't do it again."

"I intend not to." He looked down at the frightened Clockwork and sighed. "I believe I can fix this." The Doctor carefully clasped his hooves on both sides of Clockwork's temple and closed his eyes. Within a few seconds, Clockwork had calmed down. Barely a minute later, the terrified stallion had fallen into a relaxing sleep. "He should be awake soon."

"Now we've just got to find Donna and Colgate."

"Yes." A few seconds of silence passed. "Say, how come you didn't see any visions?"

"I've come across this enchantment before. I developed a sort of mental block to ward it off."

"You just come prepared for everything, don't you?"

"Not everything. Believe me. It's taken me many years to develop the skills and gain the experience I have now. It was a lot of trial and error but I had some pretty good teachers too."

"That's good. At least somepony here was able to keep their mental status in check."

Matilda bit her bottom lip. "Say, Doctor, who were you talking to?" she asked.

"Hmm?" the Doctor asked in reply.

"Just before you snapped out of your trance, you asked, 'Who are you?' I'm just wondering who you were talking to in your trance."

"Honestly, Matilda, I don't know. It was a Scottish woman with red hair. I don't know who she is...but I've seen her before."

"You have?"

"It was some time ago; and, ironically, it involved another psychological attack."

"Interesting. A Scottish woman with red...did she say anything to you?!"

"Why do you ask?"

"I'm just curious."

"You look more than just curious."

"Doctor!"

"Okay! Fine! She told me to wake up and she called me _Raggedy Man_. Odd name, I must say."

"...Oh."

"Oh? What's that supposed to mean?"

"It just means _oh_."

The Doctor raised an eyebrow. "Really, Matilda?"

"Yes. Really."

Just then, Clockwork stirred and opened his eyes. "Ugh. What happened?" he groaned.

"Your mind was attacked by an enchantment locked away in these crystals. But you're fine now," the Doctor replied.

"Oh...that's...good to hear."

Matilda stood up and stretched her legs. "Come on. We need to find the others," she said.

The Doctor nodded. "Right," he said before he and Clockwork stood up. "Let's go." The Doctor, Matilda, and Clockwork turned towards the tunnel Donna and Colgate had previously entered and ventured inside.

_**Outside Zecora's Hut, Everfree Forest, Equestria, Gaia, Winter, 1002 C.E.**_

Zecora the zebra wiped her eyes as she awoke to find herself lying on the ground a few yards away from her hut. She couldn't remember how she had fallen asleep in front of her home. The most recent memories she could conjure up as she picked herself up off the snowy earth involved her making her way back to her hut after the Hearth's Warming Eve party at Twilight Sparkle's library had been abruptly ended. The back of her head was pounding something fierce and her nose stung like she had just inhaled something acidic.

"I need to know what has transpired," the zebra commented. "How did I sleep despite not being tired?" In the distance, she could hear a mixture of sounds that made her feel incredibly uneasy. It was hard to identify the sounds as they appeared to be emanating from quite a distance away but what Zecora _was_ sure of was that one of the sounds she heard was screaming. "Something is wrong. I must make haste. There is certainly no time to waste!"

Zecora was about to break into a run in the direction of the sounds, which was also in the direction of Ponyville, when the sound of an explosion overhead caught her attention. She looked up just in time to see an odd, metallic object spiraling through the air and diving towards the forest. She quickly lost sight of the object as it disappeared beyond the treeline but she didn't have to wait long to hear the inevitable sounds of impact.

Zecora could sense the vibrations of the impact course through the ground beneath her hooves and it wasn't long before she started running in the direction of the fallen object. At the moment, she was completely in the dark about what was happening; but she could feel in her gut that there was a chance somepony needed her help. And, right now, the potential victims of the crash were in more dire need of assistance than those in Ponyville.

"I am sure my friends have Ponyville protected," she said as she ran. "I cannot leave those in the crash rejected."

As Zecora continued to dash away into the thick of Everfree, she failed to notice the dark figures eyeing her from the boundaries of her property.


	6. The Cloister Bell Rings

Chapter 5: The Cloister Bell Rings

_**Outside Canterlot Castle, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Twilight ducked as she, Twi, Flash, and Cyberman Shining Armor raced through the front gate of Canterlot Castle and dashed into the front courtyard. A gang of Cybermen were following close behind and one had just nearly succeeded in blasting Twilight straight in the face with one of its lasers. "YOU WILL SURRENDER!" shouted said Cyberman.

"Sorry, that's not happening," Twilight panted as she ran across the courtyard. A group of pegasi guards and flying human soldiers dived out of the sky and barraged the Cybermen with an onslaught of gun blasts and thrown spears. The spears caused little to no damage in some of the Cybermen while the gun blasts managed to hinder them for a few seconds.

"They're getting pretty close to the castle!" said Twi as she sent a few spells out with her wand.

"_Too_ close, if you ask me," Flash added. He suddenly turned to the sky and groaned. "Oh great." A group of flying Cybermen was headed straight towards them. Flash turned back to the others. "Go, go, go!"

Twilight didn't waste any time in following Flash's orders as she raced towards the main entrance. Her heart beat terribly fast inside her chest as she dashed across the snowy stone ground beneath her hooves. A series of pained screams emanated from above that seemed to be coming from the defending human soldiers and pegasi guards. She was tempted to look back. "What was that?" she asked with a gulp.

"Don't look back! Just keep running!" Flash ordered. Twilight did as she was told.

Twi, however, turned around and looked up at the sky. "Oh my Celestia! What is _that_?!" she asked. One of the flying Cybermen had extended its arm forward. The arm had transformed into a large cannon of sorts with a large projectile resembling that of a torpedo attached to it.

"DELETE!" shouted the Cyberman as it fired its weapon.

"OH MY CELESTIA!" Twi lunged forward and pushed the others to the ground. The torpedo flew right over their heads, giving off a whooshing sound as it went, and smashed into a nearby wall. The surrounding area shook violently as the wall collapsed into a cloud of fire, smoke, and evaporated snow.

Twilight was thrown back a bit by the shock wave and slid across the snowy surface beneath her. When she finally came to a stop, she felt her back collide with two metallic objects. She instantly looked up to find herself staring straight into the dark eyes of a Cyberman. "ELEMENT OF MAGIC OBTAINED!" announced the Cyberman as it grabbed Twilight and lifted her off the ground. She attempted to break free but something within the Cyberman was weakening her. Just making physical contact with its metal skin was causing her to experience a great loss in strength as well as a decrease in control of her magic.

"PUT HER DOWN!" ordered Twi as she raced towards the Cyberman, wand at the ready. The Cyberman simply powered up its jet feet and began to fly off into the sky. Twi, Flash, and Shining sent as many projectiles as they could manage at the escaping ponynapper but it was able to effectively dodge every attack they could throw. Twi pulled her hair and let out a feral scream in response to seeing the Cyberman escape with Twilight. "No! It can't end like this! We can't lose her this easily!"

Suddenly, the sound of breaking glass emanated from above as a familiar figure flew out of one of the castle windows and fell down towards the Cyberman. The Cyberman had little time to react as human Princess Luna pulled out her rapier and drove it straight through its face. Twilight was released from the robot's grasp and Luna wasted no time in jumping for the falling unicorn. It took Luna barely five seconds to catch Twilight and safely lower herself and Twilight down into the courtyard. Once her feet touched the snowy surface, she looked back with a dark snarl and watched as the damaged Cyberman fell out of the sky with a shower of sparks emanating from its broken face.

"Nice timing, Princess!" congratulated Flash with a sigh of relief.

"Thank you, thank you, thank you!" exclaimed Twi. "For a moment...I thought we were gonna lose her."

"You would have most definitely lost her," stated the Princess of the Night coldly. "I suggest being more vigilant in the future." She and Twi shared an intense glare before she looked down at the barely conscious Twilight. "Come inside. She clearly needs to recover. As do the rest of you."

Luna began to make her way back inside the castle with Twilight held tightly in her arms. Twi, Flash, and Shining walked close to her. "Princess, there's something you, the other princesses, and the Doctor need to know," said Twi.

"And what would that be?"

"Discord Whooves has ordered the Cybermen to seek out those who represent the Elements of Harmony."

"Hmm. Do you know the reason for this?"

"No. Nor do we know where they're supposed to be taken."

"This is a serious matter. We will let the other princesses know at once."

"And the Doctor too."

"Yes, of course. I just hope our communicators will still connect through the Crystal Caverns."

Twi, Flash, and Shining shared a curious glance. "What's the Doctor doing down in the Crystal Caverns?"

Luna smirked as she opened the main castle entrance. "That will take some explaining."

_**Crystal Caverns, Beneath Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

"Hey! Who turned out the lights?!" asked the space suit monster.

"Mummy! Mummy!" cried Joshua and Ella.

"DOCTOOOOORRRRR!" the pained Donna cried into the dark abyss of the caverns around her. Her head was pounding as if somebody were slamming a hammer against it from the inside. Her vision was blurred by her tears. The ground beneath her felt loose and slippery. Everything was crumbling apart around her. It felt as if she were trapped in an endless cycle of pain and despair. The monster and data children were constantly approaching her, backing away, and coming back in a loop with no end. "DOCTOOOOORRRRR!" Donna couldn't even hear the words coming out of her mouth anymore. All she could hear was a strange ringing in her ears. Even the voices of her attackers had grown faint and quiet. She began to feel herself falling down. She didn't understand how she was falling but she was. Down and down she went. Deep into the darkness of the world. Was it pointless to call out for help now? Was she beyond saving? Maybe...it was time to just close her eyes and fall asleep.

"Donna!" cried a worried voice. Donna's eyes opened wide as a massive jolt coursed through her body. She could feel someone clasping her head tightly. Slowly but surely, her vision began to return to normal and she started to feel stronger. She looked up to see the Doctor's old, concerned eyes staring down at her. "It was all an illusion, Donna. I'm here. You're with friends again."

Donna let out a pained cough before craning her neck to get a look at Matilda and Clockwork, who were standing close by. "The...the darkness. The...children," she stammered.

"It wasn't real, Donna. It was just an enchantment. Nobody's here but us."

Matilda's ears twitched a bit as she began looking around the cavern. "Something wrong?" Clockwork asked as he noticed Matilda's odd expression.

Matilda looked at Clockwork and gave a small smile. "Of course something's wrong," she replied.

Donna used the cavern wall to pick herself up off the ground. She let out a few more coughs and rubbed her forehead. "That wasn't fun," she commented.

"I think it's safe to say that it wasn't meant to be fun," the Doctor replied with a chuckle. "But you _are_ feeling better, right?"

Donna nodded. "A bit. Though...what I saw made me relive some memories I'd have no problem forgetting."

The Doctor quickly thought back to his own vision. "Tell me about it."

"Excuse me, Donna, but where's Colgate?" Clockwork asked.

Donna lowered her hand away from her head and straightened her posture. "I don't know," she replied with a sigh. "I was following her and then she just disappeared."

"Disappeared?!"

"Yeah. I turned a corner and she was just gone. And I don't think she used a teleportation spell."

"Maybe that's what the enchantment _wanted_ you to see," Matilda suggested. The mare slowly looked around at the large crystals surrounding them. "It's been a long time since I was last vulnerable to the enchantment in these crystals but I can definitely say that the visions created by them can produce practically anything you can imagine right before your eyes; and none of it will be to your liking. I don't believe Colgate vanished. The enchantment must have simply made you unable to see her."

"So how are we supposed to find her? This place is a maze!" Clockwork exclaimed.

Matilda smiled at the stallion. "Come on now, Clockwork. You and I have been in a maze before."

"But that was different because we at least got a map from that Rumple fellow." Clockwork looked left and right before focusing on Matilda again. "I don't see any map with us right now. Unless you can summon that friend of yours to give us another map."

Matilda laughed. "Sorry, Clockwork. I don't think that will be happening any time soon." She took a few steps away from the others and glared down the tunnel. "However, I feel it would be best for us to continue on our way deeper into the cavern. Knowing the ways in which this enchantment works, I predict it will cause Colgate to be pushed deeper and deeper into its depths."

"Best plan we've got right now," said the Doctor as he approached Matilda. "Let us continue on our way then. We shouldn't have to worry about the enchantment anymore."

Just as the group of four began to continue their trek, an eerie music box melody began to echo through the air. Donna came to a stop. "Oh no...not again," she said.

"Wait...you hear it too?!" asked a shocked Matilda. "That melody?" Donna nodded in reply and Matilda shook her head. "Impossible."

"Why?" Clockwork asked as he once again looked around the tunnel.

"Because the enchantment normally affects everypony differently. Nopony experiences the same type of vision."

"...This can't be the enchantment then. We should all be immune to its effects by this point." Clockwork, Matilda, and Donna simultaneously gulped and fell silent.

"Well, I guess that only means one thing," said the Doctor as he glared at the dim, crystal tunnel before him. "Something else is down here with us."

_**Zecora's Hut, Everfree Forest, Equestria, Gaia, Winter, 1002 C.E.**_

Trixie's neck was incredibly sore but the fluffy surface beneath it was helping dull the pain by a small amount. The air around her smelled of an odd mixture of spices and other scents her nose couldn't identify. The surface she was lying on was comfortably cool while the air surrounding her was warm and relaxing. As she rested on what she assumed was a bed with her eyes closed, she attempted to piece together what she remembered experiencing right before awakening from her unintentional slumber.

She thought back to escaping Canterlot on the jet bus, the flight over the Everfree Forest, her conversation with Oswin, the mysterious radio call, the attack from the dark creature, and, finally, their collision with the forest canopy. Everything after that was black and barren.

Nearby, a surprised gasp floated through the air. "It is alright, child. There is nothing to fear," said a friendly, female, foreign voice. "You are safe as long as you're here."

"...Where...where is _here_?" asked the voice of Julianna.

"This is my home within a tree. Here in Everfree."

Trixie groaned as she sat up and opened her eyes. She was blinded by the light and she rubbed her eyes as they slowly adjusted. "You mean the Everfree _Forest_?" she asked.

She heard the sound of hooves walking across wood and felt a warm hoof touch her back. "Yes. That is what I speak," replied the voice. "Now tell me, do you feel weak?"

Trixie shook her head as she covered her eyes. "My neck hurts a bit but I think I'm fine for the most part." She lowered her hooves and blinked her eyes several times as they finally adjusted to the light. She looked to see that she was lying on a cot of sorts covered with several thick blankets. The room she was in was circular and appeared to be inside a tree. Weird objects hung from the walls and a large, black cauldron was located in the very center of the room. A few feet away, Julianna was sitting on a cot similar to the one Trixie was on. Trixie rubbed the back of her neck and turned towards her unknown savior. "So who are you and why are you rhyming? Are you playing a game or-" Trixie fell silent as she saw a female zebra standing immediately next to her cot. "You're a zebra."

Zecora laughed at the unicorn mare sitting before her and began to walk back over to her cauldron. "Zecora is my name," she explained. "And I can assure you that I am playing no game."

Trixie carefully got up from the cot and stretched her limbs. Her neck was still pretty sore. "So...you can only speak in rhymes?" Zecora nodded before turning her attention towards the contents in the cauldron. Trixie then walked over to Julianna. "Are you okay?"

"I'm fine," Julianna replied. She looked around the interior of the hut before turning to Zecora. "Where's my family?"

Trixie's eyes widened as the realization hit her. Opal, Monty, Francis, and Oswin were nowhere to be seen. "Yeah! Where are they?!" Trixie rushed over to Zecora and glared at her intensely.

Zecora gave a calm smile. "You do not need to fear," she said. "Your family is here."

Julianna stood up and walked over to where Trixie and Zecora were standing. "Where?" she asked. Zecora looked upwards. Trixie and Julianna followed her gaze. "Upstairs?"

Zecora remained silent as she led Trixie and Julianna over to a nearby cabinet filled with various jars and vials. Zecora reached into the cabinet and pulled something that Trixie assumed was a lever of some kind. The cabinet suddenly slid to the side, revealing a hidden staircase that went upwards in a spiral. Zecora proceeded to step aside.

Julianna raced up the stairs with Trixie not too far behind. Zecora followed them at a casual pace. It wasn't a long climb up to the second floor of the home, which was much smaller and a bit darker due to there being no windows and less candles.

Through the dim candlelight, Trixie was able to make out three cots. Lying on the cots were the unconscious Monty, Francis, and Oswin. Julianna quickly ran to her father's and brother's sides while Trixie walked over to Oswin. It was obvious upon looking at them that they had received more serious injuries from the crash. "Will they be okay?" Trixie asked as she turned back to Zecora. Zecora gave a warm smile and nodded. "Will they be awake soon?" Another comforting nod. Suddenly, a nervous chill moved down Trixie's back. "Where's Opal?" Zecora's smile faded and she cocked her head with confusion. "Opal. She's an older mare. Earth pony. Yellow-red mane. Yellow coat. Cutie mark with a smiley face and a hammer."

Zecora suddenly gave a look of recognition. "I know this mare of whom you speak; but I'm afraid this time I did not get a peek," the zebra replied.

Trixie groaned and rubbed her forehead. "I'd hate to come off as insulting (believe me, I've done that enough times) but I don't fully understand what you're saying. I'm assuming you found us all at a crash site, right?" Zecora nodded. "And you know Opal?" Another nod. "But...you didn't see her at the crash site?" The zebra gave another nod but this one was much slower and sadder.

"But my mom _had_ to have been there!" Julianna snapped. "She was holding onto me and Francis during the crash! She couldn't have just disappeared! You must have missed her! We have to go back!"

Zecora shook her head again. "I searched and went all around. Your mother was nowhere to be found," she stated.

"Then where could she have gone?! We were all together!"

An idea popped into Trixie's head. "Zecora, did you find all of us _inside_ the bus?" she asked. Zecora scratched her chin for a moment before nodding. "Oh."

"Why does that matter?" Julianna asked.

"If we had all been scattered about, I would have figured that Opal could have been flung away into the forest from the crash. But since we were all found together...I think there's only one thing we can be certain of."

Julianna gulped. "And what's that?"

"...Somepony took her." Just then, a loud shriek pierced the silence of the hut. A cold wind blew through the air and the candles flickered. "What the hay?!"

Zecora's eyes grew wide and she began to shake. "Oh no! The demons have come!" she began to dash down the stairs. "We must prepare so we don't become chum!" Trixie and Julianna shared a concerned glanced before following Zecora back downstairs.

When they reached the bottom of the stairs they saw Zecora staring outside through one of the windows. They walked over to her and followed her gaze through the transparent barrier. Snow could be seen pouring down heavily. It was at the point that it almost looked like nighttime outside. Through the glass of the window, Trixie could see red eyes and large figures emerging from the darkness.

"What...what are those things?!" Julianna asked.

"I don't know," Trixie said with a gulp. The creatures began to howl and screech as they approached the hut. "And I'm really not looking forward to finding out."

_**Canterlot Castle, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Princess Celestia and the two Princess Lunas stood in intense silence for several seconds after listening to what Twilight, Twi, Flash, and Cyberman Shining Armor had to say. "I see," Celestia eventually said. "Thank you for bringing this to our attention."

"What could Discord Whooves want with you and your friends?" Luna the alicorn asked.

"Leverage. Experimentation. Whatever," stated Luna the human. "Just know that whatever the reason is, it's definitely not a good one."

"Agreed," said Celestia with a nod.

"I need to make sure that my friends are safe," said Twilight.

"I agree, Twilight. I will make sure that you have safe, guarded transport on your trip to Ponyville."

Luna the human pressed her hand against one of her ears. "I'm going to contact the Doctor," she informed before turning around and taking a few steps away from the group.

"Twilight?" Celestia whispered to the young unicorn.

"Yes, Princess?" Twilight asked in reply.

"Were you able to get your family to safety?"

Twilight smiled and nodded. "Yes. They're out of the city."

Celestia sighed with relief. "Good."

"Doctor? Doctor?" asked Luna the human into her communicator. She was silent for a few seconds. She then turned back towards the others with a confused, worried look on her face.

"What's wrong?" Twi asked.

"Were you unable to contact them?" Celestia asked.

"I'm making contact...just not with them," replied Luna the human.

"What's that supposed to mean?!" asked Luna the alicorn.

"Here." Human Luna removed the earpiece from her ear, approached the table, and placed the communication device in the very center. She then waved her hand over the device and, almost instantly, an odd sound began emanating from it. The sound was that of an odd, metallic cloister bell. It was ringing slowly and appeared to have a great deal of weight and severity behind it.

"Is that...the TARDIS?" Twilight asked.

"It sounds like something the TARDIS would give out," said Celestia.

"You said the Doctor was in the Crystal Caverns. The TARDIS is still hidden on that balcony, right?"

"As far as we know."

"Then how-"

"We're as confused as you are," stated Luna the human.

Twi glanced over at Flash and noticed that he had become strangely pale. "Flash? Is something wrong?" she asked.

Flash turned away from the communicator and shook his head. "No. The sound is just making me feel uneasy," he replied. Twi figured there was more hidden behind his words but decided that now wasn't the time to question him about it.

"What do you think it means?" asked Luna the alicorn.

"Nothing good. I can tell you that for sure," replied Luna the human. "But it definitely means that we won't be able to communicate with the Doctor while he's down in the caverns."

Celestia sighed before turning back to Twilight. "I will begin preparations for your journey to Ponyville," she said. "Hopefully, the Doctor will return soon and we will be able to inform him about the situation."

"Thank you, Princess," said Twilight before glancing over at Luna's earpiece, which was still sounding off the odd TARDIS sound.

Princess Celestia walked off to get a group of guards ready. As the two Princess Lunas gravitated towards the edge of the room, Twilight unexpectedly turned away from the group and began to make her way towards a nearby exit.

"Where are you going?" Twi asked as she took notice to her dimensional twin's attempted departure.

"I just want to check on something. I won't be long," Twilight replied before hastily trotting out of the room.

"I'll go keep an eye on her," said Flash. Before he could begin to follow Twilight, Twi grabbed his arm and stopped him.

"Flash," Twi started.

"Not now, Twilight."

Twi gave a somewhat hurt look. "You don't even know what I was going to say."

"Trust me, I do." Flash's face became incredibly grim as he yanked his arm out of Twi's grasp.

"Flash-"

"We'll talk about it later. I promise." Twi could only watch in confused silence as Flash ran out of the room after Twilight. She lowered her head and rubbed the spot between her eyes in frustration.

"Twiley?" asked Cyberman Shining Armor as he placed a hand on her shoulder. "Are you okay?"

"...No," she replied. "I'm not." She sighed loudly and looked up. "I may have my memories back...but I don't think I know who Flash Sentry is anymore."

* * *

Twilight entered the large chamber decorated with stained glass windows. She walked along the long carpet until she came to a stop in front of a large wall decorated with the illustration of six stone circles surrounding the Sun. She gave a look of relief when she saw that neither the chamber nor the wall appeared to have any damage. "Good. At least nothing's gotten in here yet," she said. Just then, she heard a sound behind her and instantly turned around with her horn at the ready.

Flash raised his hands in defense. "Whoa! It's me, Twilight!" he said quickly.

"Oh! I'm sorry, Flash." Twilight blushed as she put herself in a more casual posture. "I was just making sure that the Elements of Harmony were safe."

"Well, I'm not surprised. Even back in my Equestria, the Elements of Harmony could only be accessed by Princess Celestia. _Nobody_ else."

"True." Twilight glanced back at the wall. "I just hope Discord Whooves isn't able to get his hooves on them."

Flash suddenly gave a long whistle and a nervous chuckle. "Man, there's just _too_ much to be worrying about right now. Discord Whooves. The Cybermen. The Elements of Harmony. Keeping you, your friends, and everybody else in this world safe."

"Tell me about it." Twilight rubbed the spot between her eyes and sighed.

Flash chuckled again. "You look like you could use something to help calm your nerves." He reached into one of his pockets and pulled out a small canister. He proceeded to extend the canister towards Twilight. "Do you want some tea?"

Twilight thought in silence for a few seconds before smiling and nodding. "A few sips of tea sound good right about now."

_**Crystal Caverns, Beneath Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

The Doctor, Donna, Matilda, and Clockwork walked quietly as they made their way in the direction of the eerie music box melody. None of them were sure about what to think of it. It was definitely creepy, which was usually never a sign of anything good, but it also had a a somber feel to it, almost as if someone were calling out for help.

As the group moved along, the various other tunnel entrances gradually faded away until there were no more. They were now walking through a single, downward tunnel with no exits aside from the way they came from. The deeper the tunnel took them, the louder the melody grew.

Just then, through the dark purple and light blue light of the cavern, a dull red light appeared at the very end of the tunnel. The group came to a stop and everypony took a moment to take in and examine what they were seeing before them.

"A red light," said Clockwork.

"As if we didn't already have enough turn back warnings with the crystal enchantments and creepy music," Donna sighed.

"Everypony keep your guard up," Matilda warned.

"Indeed. I certainly hope nopony was thinking about _lowering_ their guards," the Doctor added. An amused chuckle escaped his lips before he began to approach the red light at the end of the tunnel.

The tunnel opened up into a gargantuan chamber. It appeared to be nearly as large as half of Canterlot Castle and stretched just as high up. Massive crystals the size of small buildings rose up at several random spots throughout the chamber. A hazy, red mist filled the air and made it nearly impossible to see anything else in the chamber aside from the outlines of the giant crystals.

"Wow," Donna breathed. Clockwork gave an impressed whistle.

"Do you think it's poisonous?" Matilda asked the Doctor.

"The mist?" the Doctor asked. He pulled out his sonic screwdriver and scanned the red cloud before him. He then examined the results on the sonic and shook his head in response. "Nothing fatal about this mist. My guess is that it's just here to cloak something."

Just then, a childish giggle echoed through the air. It was at this moment that everypony suddenly took notice to how close the music box melody sounded now. "_Please_ tell me I'm not the only one who heard that laugh," Donna pleaded.

"You weren't," Clockwork replied.

"...That should make me feel better, but it doesn't."

Suddenly, an odd shape began to move through the mist and in their direction. "Who's out there?" the Doctor called into the thick fog. Everypony grew silent as the moving object emerged and came into full view. "Ah." The Doctor cocked his head with a slightly impressed smirk. "Didn't see that coming."

Now sitting in front of the group was an old, rusted wheelchair. It appeared to be taken straight out of a 1970's horror film. Sitting in the chair was a glass doll about the size of a toddler. It had sharp, blue eyes; long, blonde hair; and was dressed in a Victorian outfit. Part of its face was cracked and its smile was curved into a permanent smile.

"Doctor," said Donna.

"Yes, Donna?" the Doctor asked back.

"I don't know whether to be frightened since there's a creepy doll in a wheelchair in front of us or confused about _why_ there's a creepy doll in a wheelchair in front of us."

"Same here," Clockwork commented.

The Doctor chuckled before turning back to the doll. "So," he said loudly before beginning to approach it. "Is anypony in there?" A creepy giggle emanated from the doll's frozen face. "I'll take that as a yes." He took a few more steps towards the doll. "And you're the one who's been playing that..._lovely_ tune?" Another giggle. The Doctor stopped right in front of the doll and stared into its glass eyes. "So who are you then?"

"...I'm Annabelle," the doll replied, its face remaining frozen as it spoke.

"First Cybermen then an evil Doctor and now a creepy, talking doll," said Donna. "I wonder what's next."

"A giant fish named Jim?" Clockwork suggested.

"That could be a possibility," said the Doctor with a head tilt.

"You don't even know," chuckled Matilda under her breath.

"What was that?" asked the Doctor as he glanced back.

"Nothing important. Just continue asking _Annabelle_ your questions."

"Thank you?" The Doctor shrugged his shoulders before turning back to Annabelle.

"I'm Annabelle," said Annabelle again.

"Thank you. I got your name the first time. Now, if you could please be so kind and tell us exactly who you _really_ are, that would be very much appreciated."

"...I'm Annabelle."

"Oh I'm sure that's what the _doll's_ name is but that's not what _your_ name is." The voice from within Annabelle the doll fell silent. "Look, in case you aren't aware, there's a lot going on right now. There's an entire world in need of saving. I have friends to protect. Heck, one of my friends is lost down here right now. I would really appreciate it if we just cut to the chase here. Who are you and do you know _anything_ that could help us stop Discord Whooves?"

"...What you seek is in this chamber, _Doctor_." The doll suddenly leaned forward and its blue eyes changed to bright yellow. "But be warned for you will not like what you learn down here. Follow the ring and you will see." And with that, Annabelle the doll and her wheelchair disintegrated into a cloud of gray smoke.

"Why do warnings and hints have to be so complicated?" Donna groaned. "Why can't we ever get a piece of information that doesn't involve cryptic rhymes or ominous, incomplete warnings?"

"Because then it would be simple," the Doctor replied as he turned back to the group. "And as everybody and everypony knows, Donna, life isn't simple."

Just then, a new sound began reverberating through the air and quickly replaced the music box melody. "That sounds like...the TARDIS," Clockwork stated.

"The TARDIS cloister bell, to be exact," Matilda added.

A chill coursed through the Doctor's body as he listened to the ominous rings of the cloister bell. There was something different about them, but it was a familiar kind of different. "We need to hurry," the Doctor stated.

Donna could see that the Doctor appeared to have lost all color in his face. "Doctor...what's wrong?" she asked.

"We need to hurry! Now!" The Doctor suddenly dashed forward into the red mist.

"Doctor! Hold on! We need to stick together!" called Matilda as she ran after him. Donna and Clockwork followed Matilda and the Doctor into the mist.

_**Canterlot Castle, Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

Celestia returned to the meeting room with a group of guards following close behind. She first noticed the two versions of her sister sharing awkward small talk near the window. Her attention was then drawn to the group for whom she had prepared the escorts for. However, the group was obviously missing a couple of its members.

"Where is Twilight?" Celestia asked as she approached Twi and Cyberman Shining Armor. "And where is..."

"Flash Sentry," Twi stated. "They've only been gone for a few minutes. Twilight went off to check on something and Flash went after her to keep an eye on her."

"Did she say when she would return?"

"She said she would be quick."

"Which direction did she go?" Twi pointed at the door which Twilight and Flash had passed through earlier. "Oh dear. That's the direction of-"

"The Elements of Harmony Chamber," Twi finished. "It didn't take me long to realize it either. To be honest, I would have probably done the same thing if I were in her position."

Celestia smiled at Twi. "I'm not surprised that you are an alternate version of my most faithful student," stated the Princess. "You are very similar to her...and yet you are also different."

Twi chuckled. "I think the differences are pretty obvious, your majesty." She waved her arms in front of her human body.

"I'm not talking about that. You give off a different feel than she does; and it has nothing to do with you being from another dimension either."

"Well, if she had been through what I've been through within the past year, we'd probably be giving off similar auras."

Celestia sighed. "I'm aware that your version of me is missing."

Twi gave a sad expression. "Yes."

"Were...were you as close to your Celestia as my Twilight is to me?"

Twi's somber face changed to give off a small, warm smile. "Definitely. She was like another mom to me. Even after the war with Discord Whooves started, she always tried to keep everybody as hopeful as possible. I may give off a different feel compared to your Twilight; but, compared to my Celestia, you're exactly the same."

Celestia's smile widened.

Suddenly, the entire castle violently jerked liked a bomb had exploded beneath it. "That doesn't sound good!" Shining Armor exclaimed.

"Indeed," Celestia agreed.

"What the hell was that?!" snapped Luna the human as she looked out the window. Down below, there were no signs of Cybermen reaching the castle. "That's odd."

"They haven't learned how to turn invisible, have they?!" asked Luna the alicorn.

"I pray they haven't."

Just then, a dark chuckle began reverberating through the room. In the very center of the room, the large holographic head of a stallion with a black mane, gray coat, and resemblance to the Doctor appeared. "Discord Whooves!" announced Twi, Shining, and Luna the human angrily.

"Hello, _your majesties_...and everybody else," chuckled Discord Whooves. "Enjoying the invasion? I am. It's quite an entertaining show. You should see how things are going in Cloudsdale right now! It's absolutely _fan_-"

"SHUT UP!" hissed Luna the human as he ran over towards the holographic head and aimed her rapier at it. "What do you want, _Whooves_?!"

"Many things, to be perfectly honest. You dying would be a nice start."

"The feeling is mutual."

"Excellent! But, yes, onto business. I just wanted to appear and thank you for delivering the final representative of the Elements of Harmony to me."

It took a few seconds for everyone to register what the villain had just said. "_WHAT_?!" gasped Twi and Celestia.

Discord Whooves gave a devilish smile. "It's true. Twilight Sparkle is with me now. But, don't worry. I'll make sure that she and all of her little friends are taken care of nicely."

"You're bluffing!" snapped Luna the human. "There's hundreds of soldiers standing in between your forces and this castle! There's no way one of them could have gotten in here and taken Twilight Sparkle without anyone noticing!"

"Ah but I have a _special_ operative with me right now who has more access to you than what you'd like to believe."

"Hello!" chirped a familiar voice in the background.

"Ha ha. Not now, Pinkie Pie," chuckled Discord Whooves.

"Oh! Busy gloating to the princesses? My mistake! I'll just go get the operating tables ready!"

"You do that."

"...Pinkie Pie," Twi sighed under her breath.

Just then, one of the room's doors opened and through it stepped Flash Sentry. "Guys, I lost Twilight," he said as he took several heavy breaths and vigorously rubbed his head. "Somebody came up behind me and...DISCORD WHOOVES?!"

"Ah. The failure of a protector has arrived," Discord Whooves laughed.

Flash looked over at Twi and lowered his head in shame. "I...I'm sorry, Twilight."

"Enough of this!" snapped Luna the human. "Why do you even _need_ the representatives of the Elements of Harmony?!"

"Isn't it obvious, _Princess_?" Discord Whooves teased. "They were the final pieces in the puzzle pertaining to me obtaining the Elements of Harmony in this world. Now, this all could have been avoided if your sister hadn't gone and destroyed the Elements back in your world but, in the end, it doesn't matter."

"Wait a moment," said Celestia as she stepped forward. "The _final_ pieces?"

Discord Whooves smirked at Celestia. "Ah, another Princess Celestia. Isn't this just lovely?"

"Answer me, fiend!"

"Now, now, Princess. Name calling will get you nowhere fast." Celestia glared at the holographic stallion. "Yes, I heard your question and, yes, they were the final pieces. They, along with the first piece I acquired not too long ago, will be very helpful in helping me obtain what I want."

"My student and her friends will not help you with your endeavors and you will most certainly not be acquiring the Elements of Harmony! Only I can provide access to them. Not even the representatives of the Elements can obtain the actual objects without my help."

"...You're right, Celestia. You're absolutely, one hundred percent correct." His face grew even darker. "And that's where my _first_ piece comes in."

Human Luna's eyes widened and her arms started to shake. "No," she stuttered.

"Ah! It seems the human Luna has already figured it out," Discord Whooves chuckled.

"You...you're bluffing."

"I don't bluff...well, okay. _Sometimes_ I bluff. But not today, Princess. Not today." He let out another chuckle before clearing his throat and putting on a professional expression. "I think it's time I introduced you all to my _favorite_ soldier."

"What about me?!" asked Pinkie Pie in the background.

Discord Whooves rolled his eyes. "Correction: my _other_ favorite soldier."

"That's better!"

"...Where was I? Oh! Yes! Here. She. Is!" One of the room's walls suddenly exploded inwards. Celestia and the two Lunas quickly used their magic to protect themselves and the others from the initial shockwave and shrapnel. Once the dust cleared, everyone and everypony in the room fell silent as their eyes fell upon the figure floating within the new hole in the side of the room. Discord Whooves gave a boastful grin. "Black Sun."

The figure floating before them had a metallic body similar to the rest of the Cybermen. However, it was more feminine in structure, had large metal wings, had a dark black color scheme, had a silver sun icon printed on its chest, and had a metallic shower of rainbow hair pouring out from its scalp. "Black Sun is ready to obey, Master," said the floating soldier.

Twi felt a wave of nausea overcome her. Human Luna's legs caved in and she couldn't stop herself from falling to her knees. Tears rolled down her face as she let out a pained, feral scream. "NOOOOOOOOOO! CELESTIAAAAAAAA!" she shrieked.

The world seemed to explode all around Twi. This was too much for her. First, her brother had been trapped within a metal body and now the woman she had looked up to throughout her entire life had fallen victim to the same fate. But while Shining Armor had managed to keep his emotions and mind, Princess Celestia had not been as fortunate. "Princess...no," she choked.

Human Luna continued to shriek and cry with anger as Alicorn Luna stood by her side. "YOU'LL PAY FOR THIS, DISCORD WHOOVES! YOU'LL PAY! I'M GOING TO RIP YOUR HEAD RIGHT OFF AND FEED IT TO THE WOLVES!"

"I look forward to seeing you attempt that," Discord Whooves stated with next to no emotion. "Now, Black Sun, get the Elements of Harmony and bring them to me. Oh, and destroy anything that gets in your way."

"Yes, Master," said Black Sun as she extended her arms forward. Discord Whooves's holographic head disappeared just before a wide variety of guns and weapons sprouted from Black Sun's arms and hands.

Luna the human stood up and stared at the creature that had once been her sister. "I'm sorry...Celestia," she said under her breath.

Everyone and everypony wasted no time in jumping into action as Black Sun began unloading her arsenal of weapons upon them.

_**Crystal Caverns, Beneath Canterlot, Equestria, Gaia, Winter, 1002 C.E.**_

The rings of the TARDIS cloister bell grew louder and louder as the Doctor, Donna, Matilda, and Clockwork ran through the chamber of red mist. The Doctor was in the lead, breathing in panicked breaths as he went and running as fast as his legs could push him across the stone ground.

"I see something!" Clockwork exclaimed.

Donna's eyes grew wide as she saw a familiar shape appear several yards away through the misty atmosphere. "Is that what I think it is?!" she asked.

The group came to a sharp stop as they found themselves unexpectedly exiting the cloud of red fog and entering a small bubble of clear air in the center of the chamber. Situated a couple yards away from them, in the very center of the chamber, was an all too familiar blue box.

"The TARDIS," breathed Matilda.

"Not just any TARDIS," said the Doctor with a snarl. "_His_ TARDIS."

The TARDIS standing before them was very different from the Doctor's TARDIS. Its paint was cracked and burnt in several places. Bright, red light poured out through the front windows. Parts of the _Police Public Call Box_ sign had faded away. The light on the very top of the box was deep red and was emanating an endless stream of red mist, which shot up into the air and spread out to cloak the rest of the chamber.

"Wait a second," said Clockwork. He slowly stepped towards the TARDIS and his ears twitched slightly. "Do any of you hear that?"

The others listened intently. Aside from the TARDIS's cloister bell, they could hear the sound of tired crying and breathing. "Crying?" asked a confused Donna.

Clockwork ran forward in a mad dash. He came to a halt right in front of Discord Whooves's TARDIS and took a deep breath. He examined the box from top to bottom for a few seconds before moving next to it and circling around to its backside. That was where he found the source of the crying.

"Oh my Celestia! Colgate!" he exclaimed as he knelt down next to the unicorn mare, who was curled up into a fetal position behind the damaged TARDIS. She was shaking vigorously as if she were in the middle of a snowstorm and was muttering inaudible words to herself. Clockwork was careful as he grabbed her with his forelegs and pulled her around to the front of the TARDIS. The Doctor was quick to approach Colgate, kneel down next to her, and place his hooves on her head. It took several, long seconds for the process to complete but, eventually, Colgate's crying and muttering stopped. The mare gave a long sigh of relief before losing consciousness.

"There," the Doctor said. "She'll be out for a while, given her prolonged exposure to the enchantment, but she'll recover."

"Good," Clockwork said with a relieved smile.

The Doctor smiled at Clockwork and Colgate but it didn't last long as his attention was quickly drawn back to Discord Whooves's TARDIS. He stood up and began shaking slightly as he approached the closed doors. "Alright then," he said with a grim tone. "Let's see what he's done to you." With that said, the Doctor walked forward and pushed against the doors. They opened with ease. A hard, red light poured out through the threshold. The Doctor could only shake his head in sadness in response to what he saw within. "No."

Donna was the first to follow the Doctor into the TARDIS. When she entered, she was equally shocked and confused by what she saw. The console room looked as if it had once looked exactly like the console room of the Doctor's TARDIS. However, this console room was shrouded in a blood red light. Thick wires were draped around the room like vines and a large, metal cage surrounded the wired control console.

"Oh my," gasped Matilda as she entered. Clockwork, who was carrying the unconscious Colgate on his back, could only remain silent as he took in the scene before him.

Similar to Clockwork, Donna could barely find the words to say. She looked at the Doctor for consolation, but there was little to be found. The Doctor was shaking his head with a pitiful look etched into his face. "How?" he asked as a lone tear rolled down his left cheek. "How could he do this to his own TARDIS?"

"Doctor?" Donna asked as she took a step towards the solemn stallion. "What's wrong? What does this all mean?"

The Doctor turned away from the caged control console and looked Donna straight in the eye. "It means that this war is much, _much_ more serious than how I originally saw it." The Doctor stroked the side of the cage. "Originally, I had a sense of security. I've done a lot of traveling in Equestria since I first arrived. I've been to many times and places and have come across many different anomalies. Though this may be an understatement, I've come across a fair few paradoxes and fixed points throughout these travels. Too many to list. Too many to map out and take into consideration. Too many for there to be _any sort_ of alteration in history that could deny them of their existence." The Doctor slammed his hoof into the metal cage. "_This_...this _cannibalization_ has taken all of the rules and chucked them out the window! The paradoxes don't matter anymore! The fixed points in time don't matter anymore! All that matters now is what's happening right this very _second_!"

Donna was caught in a stunned silence for a brief moment. "What is this then?! What is this TARDIS doing?!"

"No." The Doctor shook his head. "This isn't a TARDIS anymore, Donna." He looked at the caged control console before looking upwards at the wire-filled ceiling of the console room. "It's a paradox machine!"


End file.
